UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended September 30, 2021March 31, 2022
 
OR
TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from                                      to                                      .
 
Commission File Number: 001-06605
 

EQUIFAX INC.
(Exact name of registrant as specified in its charter) 
Georgia58-0401110
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)
 
1550 Peachtree StreetN.W.AtlantaGeorgia30309
(Address of principal executive offices)(Zip Code)
 
404-885-8000
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common stock, $1.25 par value per shareEFXNew York Stock Exchange
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes       No   
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes       No   
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes    No  

On OctoberApril 8, 2021,2022, there were 122,001,519122,335,119 shares of the registrant’s common stock outstanding.
1


EQUIFAX INC.
 
QUARTERLY REPORT ON FORM 10-Q
 
QUARTER ENDED SEPTEMBER 30, 2021MARCH 31, 2022
 
INDEX
 
  Page
 
 
 
 
 
 
 
2


FORWARD-LOOKING STATEMENTS
 
This report contains information that may constitute “forward-looking statements.” Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “will,” “may” and similar expressions identify forward-looking statements, which generally are not historical in nature. All statements that address future operating performance and events or developments that we expect or anticipate will occur in the future, including statements relating to future operating results, the 2017 cybersecurity incident, improvements in our information technology and data security infrastructure, including as a part of our cloud data and technology transformation, our strategy, the expected financial and operational benefits, synergies and growth from our acquisitions, our ability to mitigate or manage disruptions posed by COVID-19, the extent of the impact of COVID-19, and changes in the U.S. mortgage market environment, as well as changes more generally in U.S. and worldwide economic conditions, such as rising interest rates and inflation, that materially impact consumer spending, consumer debt and employment and the demand for Equifax's products and services, our culture, our ability to innovate, the market acceptance of new products and services and similar statements about our business plans are forward-looking statements. Management believes that these forward-looking statements are reasonable as and when made. However, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from the Company’s historical experience and our present expectations or projections. These risks and uncertainties include, but are not limited to, those described in Part II, “Item 1A. Risk Factors,” and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2020,2021, as well as subsequent reports filed with the Securities and Exchange Commission. As a result of such risks and uncertainties, we urge you not to place undue reliance on any such forward-looking statements. Forward-looking statements speak only as of the date when made. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
3


PART I.  FINANCIAL INFORMATION
 
ITEM 1.  FINANCIAL STATEMENTS (UNAUDITED)
 
EQUIFAX INC.
 

CONSOLIDATED STATEMENTS OF INCOME
 
(Unaudited)
Three Months Ended 
September 30,
Three Months Ended 
March 31,
20212020 20222021
(In millions, except per share amounts)(In millions, except per share amounts)(In millions, except per share amounts)
Operating revenueOperating revenue$1,222.9 $1,068.3 Operating revenue$1,363.2 $1,213.0 
Operating expenses:Operating expenses:  Operating expenses:  
Cost of services (exclusive of depreciation and amortization below)Cost of services (exclusive of depreciation and amortization below)489.0 433.2 Cost of services (exclusive of depreciation and amortization below)553.4 483.3 
Selling, general and administrative expensesSelling, general and administrative expenses344.2 330.0 Selling, general and administrative expenses340.3 308.8 
Depreciation and amortizationDepreciation and amortization116.5 100.7 Depreciation and amortization137.1 114.3 
Total operating expensesTotal operating expenses949.7 863.9 Total operating expenses1,030.8 906.4 
Operating incomeOperating income273.2 204.4 Operating income332.4 306.6 
Interest expenseInterest expense(35.0)(37.4)Interest expense(39.7)(37.2)
Other income, net27.2 139.1 
Other income (expense), netOther income (expense), net11.1 (0.9)
Consolidated income before income taxesConsolidated income before income taxes265.4 306.1 Consolidated income before income taxes303.8 268.5 
Provision for income taxesProvision for income taxes(58.8)(76.8)Provision for income taxes(81.0)(65.6)
Consolidated net incomeConsolidated net income206.6 229.3 Consolidated net income222.8 202.9 
Less: Net income attributable to noncontrolling interests including redeemable noncontrolling interestsLess: Net income attributable to noncontrolling interests including redeemable noncontrolling interests(1.2)(0.8)Less: Net income attributable to noncontrolling interests including redeemable noncontrolling interests(1.0)(1.3)
Net income attributable to EquifaxNet income attributable to Equifax$205.4 $228.5 Net income attributable to Equifax$221.8 $201.6 
Basic earnings per common share:Basic earnings per common share:  Basic earnings per common share:  
Net income attributable to EquifaxNet income attributable to Equifax$1.68 $1.88 Net income attributable to Equifax$1.82 $1.66 
Weighted-average shares used in computing basic earnings per shareWeighted-average shares used in computing basic earnings per share121.9 121.5 Weighted-average shares used in computing basic earnings per share122.2 121.8 
Diluted earnings per common share:Diluted earnings per common share:  Diluted earnings per common share:  
Net income attributable to EquifaxNet income attributable to Equifax$1.66 $1.86 Net income attributable to Equifax$1.80 $1.64 
Weighted-average shares used in computing diluted earnings per shareWeighted-average shares used in computing diluted earnings per share123.7 123.0 Weighted-average shares used in computing diluted earnings per share123.5 123.2 
Dividends per common shareDividends per common share$0.39 $0.39 Dividends per common share$0.39 $0.39 

See Notes to Consolidated Financial Statements.
4

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
(Unaudited)
 Three Months Ended March 31,
20222021
Equifax
Shareholders
Noncontrolling
Interests
TotalEquifax
Shareholders
Noncontrolling
Interests
Total
 (In millions)
Net income$221.8 $1.0 $222.8 $201.6 $1.3 $202.9 
Other comprehensive income (loss):      
Foreign currency translation adjustment78.1 (0.3)77.8 10.4 1.0 11.4 
Change in unrecognized prior service cost related to our pension and other postretirement benefit plans, net(0.4) (0.4)(0.3)— (0.3)
Comprehensive income$299.5 $0.7 $300.2 $211.7 $2.3 $214.0 

Nine Months Ended September 30,
20212020
(In millions, except per share amounts)
Operating revenue$3,670.7 $3,009.1 
Operating expenses:
Cost of services (exclusive of depreciation and amortization below)1,455.3 1,256.5 
Selling, general and administrative expenses981.4 955.9 
Depreciation and amortization348.2 289.5 
Total operating expenses2,784.9 2,501.9 
Operating income885.8 507.2 
Interest expense(107.1)(104.7)
Other income, net32.3 188.3 
Consolidated income before income taxes811.0 590.8 
Provision for income taxes(185.5)(142.2)
Consolidated net income625.5 448.6 
Less: Net income attributable to noncontrolling interests including redeemable noncontrolling interests(3.4)(2.9)
Net income attributable to Equifax$622.1 $445.7 
Basic earnings per common share:
Net income attributable to Equifax$5.11 $3.67 
Weighted-average shares used in computing basic earnings per share121.8 121.4 
Diluted earnings per common share:
Net income attributable to Equifax$5.04 $3.63 
Weighted-average shares used in computing diluted earnings per share123.5 122.7 
Dividends per common share$1.17 $1.17 

See Notes to Consolidated Financial Statements.
5

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited)
 Three Months Ended September 30,
20212020
Equifax
Shareholders
Noncontrolling
Interests
TotalEquifax
Shareholders
Noncontrolling
Interests
Total
 (In millions)
Net income$205.4 $1.2 $206.6 $228.5 $0.8 $229.3 
Other comprehensive income (loss):      
Foreign currency translation adjustment(100.1)(1.2)(101.3)49.4 0.2 49.6 
Change in unrecognized prior service cost related to our pension and other postretirement benefit plans, net1.2  1.2 (0.6)— (0.6)
Comprehensive income$106.5 $ $106.5 $277.3 $1.0 $278.3 
BALANCE SHEETS


(Unaudited)
Nine Months Ended September 30,
20212020
Equifax
Shareholders
Noncontrolling
Interests
TotalEquifax
Shareholders
Noncontrolling
Interests
Total
(In millions)
Net income$622.1 $3.4 $625.5 $445.7 $2.9 $448.6 
Other comprehensive income (loss):
Foreign currency translation adjustment(84.9)(0.7)(85.6)(8.2)(1.5)(9.7)
Change in unrecognized prior service cost related to our pension and other postretirement benefit plans, net0.6  0.6 (1.7)— (1.7)
Comprehensive income$537.8 $2.7 $540.5 $435.8 $1.4 $437.2 
(In millions, except par values)March 31, 2022December 31, 2021
ASSETS  
Current assets:  
Cash and cash equivalents$200.9 $224.7 
Trade accounts receivable, net of allowance for doubtful accounts of $14.9 and $13.9 at March 31, 2022 and December 31, 2021, respectively856.8 727.6 
Prepaid expenses147.7 108.4 
Other current assets58.8 60.2 
Total current assets1,264.2 1,120.9 
Property and equipment:  
Capitalized internal-use software and system costs1,842.2 1,727.3 
Data processing equipment and furniture305.4 299.6 
Land, buildings and improvements253.5 250.3 
Total property and equipment2,401.1 2,277.2 
Less accumulated depreciation and amortization(1,017.8)(961.3)
Total property and equipment, net1,383.3 1,315.9 
Goodwill6,378.1 6,258.1 
Indefinite-lived intangible assets95.0 94.9 
Purchased intangible assets, net1,907.8 1,898.0 
Other assets, net363.3 353.1 
Total assets$11,391.7 $11,040.9 
LIABILITIES AND EQUITY 
Current liabilities:  
Short-term debt and current maturities of long-term debt$1,342.1 $824.8 
Accounts payable187.1 211.6 
Accrued expenses264.5 237.5 
Accrued salaries and bonuses117.3 257.9 
Deferred revenue127.7 121.3 
Other current liabilities304.7 638.2 
Total current liabilities2,343.4 2,291.3 
Long-term debt4,471.9 4,470.1 
Deferred income tax liabilities, net411.8 358.2 
Long-term pension and other postretirement benefit liabilities124.7 130.1 
Other long-term liabilities188.8 190.0 
Total liabilities7,540.6 7,439.7 
Commitments and Contingencies (see Note 6)00
Equifax shareholders' equity: 
Preferred stock, $0.01 par value: Authorized shares - 10.0; Issued shares - none — 
Common stock, $1.25 par value: Authorized shares - 300.0;
Issued shares - 189.3 at March 31, 2022 and December 31, 2021;
Outstanding shares - 122.3 and 122.1 at March 31, 2022 and December 31, 2021, respectively
236.6 236.6 
Paid-in capital1,548.8 1,536.7 
Retained earnings4,925.5 4,751.6 
Accumulated other comprehensive loss(217.7)(295.4)
Treasury stock, at cost, 66.4 shares and 66.6 shares at March 31, 2022 and December 31, 2021, respectively(2,653.2)(2,639.2)
Stock held by employee benefit trusts, at cost, 0.6 shares at March 31, 2022 and December 31, 2021(5.9)(5.9)
Total Equifax shareholders’ equity3,834.1 3,584.4 
Noncontrolling interests including redeemable noncontrolling interests17.0 16.8 
Total equity3,851.1 3,601.2 
Total liabilities and equity$11,391.7 $11,040.9 


See Notes to Consolidated Financial Statements.
6

EQUIFAX INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)
September 30, 2021December 31, 2020
(In millions, except par values) 
ASSETS  
Current assets:  
Cash and cash equivalents$2,025.5 $1,684.6 
Trade accounts receivable, net of allowance for doubtful accounts of $11.3 and $12.9 at September 30, 2021 and December 31, 2020, respectively694.6 630.6 
Prepaid expenses120.5 104.1 
Other current assets49.7 59.0 
Total current assets2,890.3 2,478.3 
Property and equipment:  
Capitalized internal-use software and system costs1,624.2 1,374.5 
Data processing equipment and furniture301.8 299.9 
Land, buildings and improvements245.4 239.1 
Total property and equipment2,171.4 1,913.5 
Less accumulated depreciation and amortization(918.5)(774.1)
Total property and equipment, net1,252.9 1,139.4 
Goodwill5,169.2 4,495.8 
Indefinite-lived intangible assets95.0 94.9 
Purchased intangible assets, net1,271.6 997.8 
Other assets, net404.3 405.6 
Total assets$11,083.3 $9,611.8 
LIABILITIES AND EQUITY 
Current liabilities:  
Short-term debt and current maturities of long-term debt$500.6 $1,101.1 
Accounts payable192.5 159.1 
Accrued expenses213.9 251.8 
Accrued salaries and bonuses222.1 250.3 
Deferred revenue108.1 108.3 
Other current liabilities649.7 612.5 
Total current liabilities1,886.9 2,483.1 
Long-term debt4,969.4 3,277.3 
Deferred income tax liabilities, net372.6 332.3 
Long-term pension and other postretirement benefit liabilities114.3 130.7 
Other long-term liabilities185.0 178.1 
Total liabilities7,528.2 6,401.5 
Commitments and Contingencies (see Note 6)00
Equifax shareholders' equity: 
Preferred stock, $0.01 par value: Authorized shares - 10.0; Issued shares - none — 
Common stock, $1.25 par value: Authorized shares - 300.0;
Issued shares - 189.3 at September 30, 2021 and December 31, 2020;
Outstanding shares - 122.0 and 121.8 at September 30, 2021 and December 31, 2020, respectively
236.6 236.6 
Paid-in capital1,517.6 1,470.7 
Retained earnings4,677.4 4,185.4 
Accumulated other comprehensive loss(255.7)(171.4)
Treasury stock, at cost, 66.7 shares and 66.9 shares at September 30, 2021 and December 31, 2020, respectively(2,630.8)(2,547.0)
Stock held by employee benefit trusts, at cost, 0.6 shares at September 30, 2021 and December 31, 2020(5.9)(5.9)
Total Equifax shareholders’ equity3,539.2 3,168.4 
Noncontrolling interests including redeemable noncontrolling interests15.9 41.9 
Total equity3,555.1 3,210.3 
Total liabilities and equity$11,083.3 $9,611.8 

 See Notes to Consolidated Financial Statements.
7

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(Unaudited)
Nine Months Ended September 30,Three Months Ended March 31,
20212020 20222021
(In millions)(In millions)
Operating activities:Operating activities:  Operating activities:  
Consolidated net incomeConsolidated net income$625.5 $448.6 Consolidated net income$222.8 $202.9 
Adjustments to reconcile consolidated net income to net cash provided by operating activities:Adjustments to reconcile consolidated net income to net cash provided by operating activities:  Adjustments to reconcile consolidated net income to net cash provided by operating activities:  
Depreciation and amortizationDepreciation and amortization354.9 295.2 Depreciation and amortization139.3 116.7 
Stock-based compensation expenseStock-based compensation expense44.8 43.9 Stock-based compensation expense22.3 20.7 
Deferred income taxesDeferred income taxes12.6 82.2 Deferred income taxes40.2 23.1 
Loss (gain) on fair market value adjustment of equity investments0.1 (162.8)
Gain on divestiture(0.2)— 
(Gain) loss on fair market value adjustment of equity investments(Gain) loss on fair market value adjustment of equity investments(8.3)11.9 
(Gain) on divestiture(Gain) on divestiture (0.2)
Changes in assets and liabilities, excluding effects of acquisitions:Changes in assets and liabilities, excluding effects of acquisitions: Changes in assets and liabilities, excluding effects of acquisitions: 
Accounts receivable, netAccounts receivable, net(54.9)(76.1)Accounts receivable, net(124.9)(65.8)
Other assets, current and long-termOther assets, current and long-term5.1 29.6 Other assets, current and long-term(0.6)14.7 
Current and long term liabilities, excluding debtCurrent and long term liabilities, excluding debt(38.4)(11.6)Current and long term liabilities, excluding debt(489.3)(180.6)
Cash provided by operating activities949.5 649.0 
Cash (used in) provided by operating activitiesCash (used in) provided by operating activities(198.5)143.4 
Investing activities:Investing activities: Investing activities: 
Capital expendituresCapital expenditures(332.9)(309.5)Capital expenditures(156.5)(113.0)
Acquisitions, net of cash acquiredAcquisitions, net of cash acquired(1,108.9)(61.4)Acquisitions, net of cash acquired(111.7)(862.0)
Cash received from divestitureCash received from divestiture1.5 — Cash received from divestiture 1.5 
Investment in unconsolidated affiliates, net (10.0)
Cash used in investing activitiesCash used in investing activities(1,440.3)(380.9)Cash used in investing activities(268.2)(973.5)
Financing activities:Financing activities: Financing activities: 
Net short-term borrowingsNet short-term borrowings499.2 0.3 Net short-term borrowings516.8 (0.7)
Payments on long-term debt(1,100.2)(125.0)
Borrowings on long-term debt1,697.3 1,123.3 
Treasury stock purchasesTreasury stock purchases(69.9)— Treasury stock purchases (34.1)
Dividends paid to Equifax shareholdersDividends paid to Equifax shareholders(142.6)(142.1)Dividends paid to Equifax shareholders(47.9)(47.5)
Dividends paid to noncontrolling interestsDividends paid to noncontrolling interests(6.5)(2.6)Dividends paid to noncontrolling interests(0.5)(0.7)
Proceeds from exercise of stock options and employee stock purchase planProceeds from exercise of stock options and employee stock purchase plan33.4 29.9 Proceeds from exercise of stock options and employee stock purchase plan5.7 6.6 
Payment of taxes related to settlement of equity awardsPayment of taxes related to settlement of equity awards(43.9)— Payment of taxes related to settlement of equity awards(29.8)(8.6)
Purchase of noncontrolling interestsPurchase of noncontrolling interests(11.2)(9.0)Purchase of noncontrolling interests (3.6)
Debt issuance costs(13.2)(9.8)
Other 0.3 
Cash provided by financing activities842.4 865.3 
Cash provided by (used in) financing activitiesCash provided by (used in) financing activities444.3 (88.6)
Effect of foreign currency exchange rates on cash and cash equivalentsEffect of foreign currency exchange rates on cash and cash equivalents(10.7)0.9 Effect of foreign currency exchange rates on cash and cash equivalents(1.4)— 
Increase in cash and cash equivalents340.9 1,134.3 
Decrease in cash and cash equivalentsDecrease in cash and cash equivalents(23.8)(918.7)
Cash and cash equivalents, beginning of periodCash and cash equivalents, beginning of period1,684.6 401.3 Cash and cash equivalents, beginning of period224.7 1,684.6 
Cash and cash equivalents, end of periodCash and cash equivalents, end of period$2,025.5 $1,535.6 Cash and cash equivalents, end of period$200.9 $765.9 
 
See Notes to Consolidated Financial Statements.
87

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
 
(Unaudited)

For the Three Months Ended September 30, 2021March 31, 2022
 
 Equifax Shareholders  
Accumulated Other Comprehensive LossStock
Held By Employee Benefits Trusts
 Common Stock     
Shares
Outstanding
AmountPaid-In
Capital
Retained
Earnings
Treasury
Stock
Noncontrolling
Interests
Total
Equity
 (In millions, except per share amounts)
Balance, June 30, 2021121.8 $236.6 $1,506.8 $4,505.7 $(156.8)$(2,625.9)$(5.9)$38.1 $3,498.6 
Net income   205.4    1.2 206.6 
Other comprehensive loss    (98.9)  (1.2)(100.1)
Shares issued under stock and benefit plans, net of minimum tax withholdings0.2  (0.3)  (4.9)  (5.2)
Cash dividends ($0.39 per share)   (47.8)    (47.8)
Dividends paid to employee benefits trusts  0.2      0.2 
Stock-based compensation expense  10.9      10.9 
Purchases of redeemable noncontrolling interests       (7.6)(7.6)
Redeemable noncontrolling interest adjustment   14.0    (14.0) 
Dividends paid to noncontrolling interests       (0.7)(0.7)
Other   0.1    0.1 0.2 
Balance, September 30, 2021122.0 $236.6 $1,517.6 $4,677.4 $(255.7)$(2,630.8)$(5.9)$15.9 $3,555.1 
 Equifax Shareholders  
Accumulated Other Comprehensive LossStock
Held By Employee Benefits Trusts
 Common Stock     
Shares
Outstanding
AmountPaid-In
Capital
Retained
Earnings
Treasury
Stock
Noncontrolling
Interests
Total
Equity
 (In millions, except per share amounts)
Balance, December 31, 2021122.1 $236.6 $1,536.7 $4,751.6 $(295.4)$(2,639.2)$(5.9)$16.8 $3,601.2 
Net income   221.8    1.0 222.8 
Other comprehensive income (loss)    77.7   (0.3)77.4 
Shares issued under stock and benefit plans, net of minimum tax withholdings0.2  (10.2)  (14.0)  (24.2)
Cash dividends ($0.39 per share)   (47.9)    (47.9)
Stock-based compensation expense  22.3      22.3 
Dividends paid to noncontrolling interests       (0.5)(0.5)
Balance, March 31, 2022122.3 $236.6 $1,548.8 $4,925.5 $(217.7)$(2,653.2)$(5.9)$17.0 $3,851.1 


For the Three Months Ended September 30, 2020March 31, 2021
 Equifax Shareholders  
Accumulated Other Comprehensive LossStock
Held By Employee Benefits Trusts
 Common Stock     
Shares
Outstanding
AmountPaid-In
Capital
Retained
Earnings
Treasury
Stock
Noncontrolling
Interests
Total
Equity
 (In millions, except per share amounts)
Balance, June 30, 2020121.5 $236.6 $1,447.8 $3,979.5 $(413.2)$(2,550.7)$(5.9)$40.2 $2,734.3 
Net income— — — 228.5 — — — 0.8 229.3 
Other comprehensive income— — — — 48.8 — — 0.2 49.0 
Shares issued under stock and benefit plans, net of minimum tax withholdings0.1 — (1.0)— — 0.3 — — (0.7)
Cash dividends ($0.39 per share)— — — (47.6)— — — — (47.6)
Dividends paid to employee benefits trusts— — 0.2 — — — — — 0.2 
Stock-based compensation expense— — 12.2 — — — — — 12.2 
Redeemable noncontrolling interest adjustment— — — (1.5)— — — 1.5 — 
Dividends paid to noncontrolling interests— — — — — — — (1.0)(1.0)
Purchases of noncontrolling interests— — (5.1)— — — — (3.9)(9.0)
Balance, September 30, 2020121.6 $236.6 $1,454.1 $4,158.9 $(364.4)$(2,550.4)$(5.9)$37.8 $2,966.7 
9

EQUIFAX INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND ACCUMULATED OTHER COMPREHENSIVE LOSS
(Unaudited)
 Equifax Shareholders  
Accumulated Other Comprehensive LossStock
Held By Employee Benefits Trusts
 Common Stock     
Shares
Outstanding
AmountPaid-In
Capital
Retained
Earnings
Treasury
Stock
Noncontrolling
Interests
Total
Equity
 (In millions, except per share amounts)
Balance, December 31, 2020121.8 $236.6 $1,470.7 $4,185.4 $(171.4)$(2,547.0)$(5.9)$41.9 $3,210.3 
Net income— — — 201.6 — — — 1.3 202.9 
Other comprehensive income— — — — 10.1 — — 1.0 11.1 
Shares issued under stock and benefit plans, net of minimum tax withholdings0.1 — (0.3)— — (1.8)— — (2.1)
Treasury stock purchased under share repurchase program(0.2)— — — — (34.1)— — (34.1)
Cash dividends ($0.39 per share)— — — (47.7)— — — — (47.7)
Dividends paid to employee benefits trusts— — 0.2 — — — — — 0.2 
Stock-based compensation expense— — 20.7 — — — — — 20.7 
Redeemable noncontrolling interest adjustment— — — 2.7 — — — (2.7)— 
Dividends paid to noncontrolling interests— — — — — — — (0.7)(0.7)
Purchases of noncontrolling interests— — (1.8)— — — — (1.8)(3.6)
Balance, March 31, 2021121.7 $236.6 $1,489.5 $4,342.0 $(161.3)$(2,582.9)$(5.9)$39.0 $3,357.0 

For the Nine Months Ended September 30, 2021
Equifax Shareholders
Accumulated Other Comprehensive LossStock
Held By Employee Benefits Trusts
Common Stock
Shares
Outstanding
AmountPaid-In
Capital
Retained
Earnings
Treasury
Stock
Noncontrolling
Interests
Total
Equity
(In millions, except per share amounts)
Balance, December 31, 2020121.8 $236.6 $1,470.7 $4,185.4 $(171.4)$(2,547.0)$(5.9)$41.9 $3,210.3 
Net income   622.1    3.4 625.5 
Other comprehensive loss    (84.3)  (0.7)(85.0)
Shares issued under stock and benefit plans, net of minimum tax withholdings0.6  3.4   (13.9)  (10.5)
Treasury stock purchased under share repurchase program*(0.4)    (69.9)  (69.9)
Cash dividends ($1.17 per share)   (143.3)    (143.3)
Dividends paid to employee benefits trusts  0.7      0.7 
Stock-based compensation expense  44.8      44.8 
Purchases of redeemable noncontrolling interests       (7.6)(7.6)
Redeemable noncontrolling interest adjustment   13.2    (13.2) 
Dividends paid to noncontrolling interests       (6.5)(6.5)
Purchases of noncontrolling interests  (1.8)    (1.8)(3.6)
Other  (0.2)    0.4 0.2 
Balance, September 30, 2021122.0 $236.6 $1,517.6 $4,677.4 $(255.7)$(2,630.8)$(5.9)$15.9 $3,555.1 

*At September 30, 2021, $520.2 million was available for future purchases of common stock under our share repurchase authorization.

For the Nine Months Ended September 30, 2020

Equifax Shareholders
Accumulated Other Comprehensive LossStock
Held By Employee Benefits Trusts
Common Stock
Shares
Outstanding
AmountPaid-In
Capital
Retained
Earnings
Treasury
Stock
Noncontrolling
Interests
Total
Equity
(In millions, except per share amounts)
Balance, December 31, 2019121.2 $236.6 $1,405.1 $3,854.6 $(354.4)$(2,557.4)$(5.9)$44.3 $2,622.9 
Net income— — — 445.7 — — — 2.9 448.6 
Other comprehensive loss— — — — (10.0)— — (1.5)(11.5)
Shares issued under stock and benefit plans, net of minimum tax withholdings0.4 — 9.5 — — 7.0 — — 16.5 
Cash dividends ($1.17 per share)— — — (142.8)— — — — (142.8)
Dividends paid to employee benefits trusts— — 0.7 — — — — — 0.7 
Stock-based compensation expense— — 43.9 — — — — — 43.9 
Redeemable noncontrolling interest adjustment— — — 1.8 — — — (1.8)— 
Dividends paid to noncontrolling interests— — — — — — — (2.6)(2.6)
Purchases of noncontrolling interests— — (5.1)— — — — (3.9)(9.0)
Cumulative adjustment from change in accounting principle— — — (0.4)— — — — (0.4)
Other— — — — — — — 0.4 0.4 
Balance, September 30, 2020121.6 $236.6 $1,454.1 $4,158.9 $(364.4)$(2,550.4)$(5.9)$37.8 $2,966.7 

10





Accumulated Other Comprehensive Loss consists of the following components:
 
September 30, 2021December 31, 2020
 (In millions)
Foreign currency translation$(253.3)$(168.4)
Unrecognized prior service cost related to our pension and other postretirement benefit plans, net of accumulated tax of $0.3 and $0.5 at September 30, 2021 and December 31, 2020, respectively(1.4)(2.0)
Cash flow hedging transactions, net of accumulated tax of $0.6 and $0.7 at September 30, 2021 and December 31, 2020, respectively(1.0)(1.0)
Accumulated other comprehensive loss$(255.7)$(171.4)

March 31, 2022December 31, 2021
 (In millions)
Foreign currency translation$(214.4)$(292.5)
Unrecognized prior service cost related to our pension and other postretirement benefit plans, net of accumulated tax of $0.6 and $0.4 at March 31, 2022 and December 31, 2021, respectively(2.3)(1.9)
Cash flow hedging transactions, net of accumulated tax of $0.6 at March 31, 2022 and December 31, 2021(1.0)(1.0)
Accumulated other comprehensive loss$(217.7)$(295.4)
See Notes to Consolidated Financial Statements.
118


EQUIFAX INC.
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
 
September 30, 2021March 31, 2022
 
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
As used herein, the terms Equifax, the Company, we, our and us refer to Equifax Inc., a Georgia corporation, and its consolidated subsidiaries as a combined entity, except where it is clear that the terms mean only Equifax Inc.

Nature of Operations.  We collect, analyzeorganize and manage various types of financial, demographic, employment, criminal history and marketing information. Our products and services enable businesses to make credit and service decisions, manage their portfolio risk, automate or outsource certain payroll-related, tax and human resources business processes, and develop marketing strategies concerning consumers and commercial enterprises. We serve customers across a wide range of industries, including the financial services, mortgage, retail, telecommunications, utilities, automotive, brokerage, healthcare and insurance industries, as well as government agencies. We also enable consumers to manage and protect their financial health through a portfolio of products offered directly to consumers. As of September 30, 2021,March 31, 2022, we operated in the following countries: Argentina, Australia, Canada, Chile, Costa Rica, Dominican Republic, Ecuador, El Salvador, Honduras, India, Ireland, Mexico, New Zealand, Paraguay, Peru, Portugal, Spain, the United Kingdom, or U.K., Uruguay and the United States of America, or U.S. We also offer Equifax branded credit services in Russia through a joint venture, have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, Malaysia and Singapore and have an investment in a consumer and commercial credit information company in Brazil. We have a joint venture in Russia that offers consumer credit services, however, we have determined as of March 31, 2022 that we expect no future economic benefit from the joint venture going forward.
 
We develop, maintain and enhance secured proprietary information databases through the compilation of consumer specific data, including credit, income, employment, criminal history, asset, liquidity, net worth and spending activity, and business data, including credit and business demographics, that we obtain from a variety of sources, such as credit granting institutions, and income and tax information primarily from large to mid-sized companies in the U.S. We process this information utilizing our proprietary information management systems. We also provide information, technology and services to support debt collections and recovery management.
 
Basis of Presentation.  The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, the instructions to Form 10-Q and applicable sections of SEC Regulation S-X. This Form 10-Q should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in our annual report on Form 10-K for the year ended December 31, 20202021 (“20202021 Form 10-K”).
 
Our unaudited Consolidated Financial Statements reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the periods presented and are of a normal recurring nature.
 
Earnings Per Share.  Our basic earnings per share, or EPS, is calculated as net income attributable to Equifax divided by the weighted-average number of common shares outstanding during the reporting period. Diluted EPS is calculated to reflect the potential dilution that would occur if stock options restricted stock units, or other contracts to issue common stock were exercised and resulted in additional common shares outstanding. The net income amounts used in both our basic and diluted EPS calculations are the same. A reconciliation of the weighted-average outstanding shares used in the two calculations is as follows: 
Three Months Ended September 30,Nine Months Ended September 30, Three Months Ended March 31,
2021202020212020 20222021
(In millions) (In millions)
Weighted-average shares outstanding (basic)Weighted-average shares outstanding (basic)121.9 121.5 121.8 121.4 Weighted-average shares outstanding (basic)122.2 121.8 
Effect of dilutive securities:Effect of dilutive securities: Effect of dilutive securities: 
Stock options and restricted stock unitsStock options and restricted stock units1.8 1.5 1.7 1.3 Stock options and restricted stock units1.3 1.4 
Weighted-average shares outstanding (diluted)Weighted-average shares outstanding (diluted)123.7 123.0 123.5 122.7 Weighted-average shares outstanding (diluted)123.5 123.2 
 
For the three and nine months ended September 30,March 31, 2022 and 2021, and for the three months ended September 30, 2020, stock options that were anti-dilutive were not material. For the nine months ended September 30, 2020, stock options that were anti-dilutive were 0.6 million.
 
12


Financial Instruments.  Our financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable and short and long-term debt. The carrying amounts of these items, other than long-term debt, approximate their fair market values due to the short-term nature of these instruments. The fair value of our fixed-rate debt is determined
9


using Level 2 inputs such as quoted market prices for similar publicly traded instruments, and for non-publicly traded instruments, through valuation techniques involving observable inputs baseddepending on the specific characteristics of the debt instrument.instrument, taking into account credit risk. As of September 30, 2021March 31, 2022 and December 31, 2020,2021, the fair value of our long-term debt, including the current portion, was $5.3$4.9 billion and $4.8$5.2 billion, respectively, compared to its carrying value of $5.0 billion and $4.4 billion, respectively.for both periods.
 
Fair Value Measurements.  Fair value is determined based on the assumptions marketplace participants use in pricing thean asset or liability. We use a three level fair value hierarchy to prioritize the inputs used in valuation techniques between observable inputs that reflect quoted prices in active markets, inputs other than quoted prices with observable market data and unobservable data (e.g., a company’s own data).
     
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis. We completed severalmultiple acquisitions during the ninethree months ended September 30, 2021March 31, 2022 and the year ended December 31, 2020.2021. The values of netcertain assets acquired and the resulting goodwill were recorded at fair value using Level 3 inputs. The majority of the related current assets acquired and liabilities assumed were recorded at their carrying values as of the date of acquisition, as their carrying values approximated their fair values due to their short-term nature. The fair values of goodwill and definite-lived intangible assets acquired in these acquisitions were internally or externally estimated primarily based on the income approach. The income approach estimates fair value based on the present value of the cash flows that the assets are expected to generate in the future. We developed internal estimates for the expected cash flows and discount rates used in the present value calculations.

Trade Accounts Receivable and Allowance for Doubtful Accounts. Accounts receivable are stated at cost.cost and are due in less than a year. Significant payment terms for customers are identified in the contract. We do not recognize interest income on our trade accounts receivable. Additionally, we generally do not require collateral from our customers related to our trade accounts receivable.

The allowance for doubtful accounts is based on management's estimate for expected credit losses for outstanding trade accounts receivables. We determine expected credit losses based on historical write-off experience, an analysis of the aging of outstanding receivables, customer payment patterns, and the establishment of specific reserves for customers in an adverse financial condition. We also consider expectedcondition and adjusted based upon our expectations of changes in macroeconomic conditions that may impact the collectability of outstanding receivables in determining expected credit losses.receivables. We reassess the adequacy of the allowance for doubtful accounts each reporting period. Increases to the allowance for doubtful accounts are recorded as bad debt expense, which are included in selling, general and administrative expenses inon the accompanying Consolidated Statements of Income. Below is a rollforward of our allowance for doubtful accounts for the three and nine months ended September 30,March 31, 2022 and 2021, and 2020, respectively.
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
(In millions)
Allowance for doubtful accounts, beginning of period$11.2 $16.9 $12.9 $11.2 
Current period bad debt expense1.2 0.2 1.2 7.1 
Write-offs, net of recoveries(1.1)(1.3)(2.8)(2.5)
Allowance for doubtful accounts, end of period$11.3 $15.8 $11.3 $15.8 

Three Months Ended March 31,
20222021
(In millions)
Allowance for doubtful accounts, beginning of period$13.9 $12.9 
Current period bad debt expense1.2 (0.3)
Write-offs, net of recoveries(0.2)(0.8)
Allowance for doubtful accounts, end of period$14.9 $11.8 

Other Current Assets. Other current assets on our Consolidated Balance Sheets include amounts receivable from tax authorities. Other current assets also include amounts in specifically designated accounts that hold the funds that are due to customers from our debt collection and recovery management services. As of September 30, 2021,March 31, 2022, these assets were approximately $18.9$26.7 million, with a corresponding balance in other current liabilities. These amounts are restricted as to their current use and will be released according to the specific customer agreements.
 
Other Assets. Other assets on our Consolidated Balance Sheets primarily represent our investments in unconsolidated affiliates, the Company’s operating lease right-of-use assets, employee benefit trust assets, long-term deferred tax assets and assets related to life insurance policies covering certain officers of the Company.

Equity Investment. We record our equity investment in Brazil within Other Assets at fair value, using observable Level 1 inputs. The carrying value of the investment has been adjusted to $124.9$95.0 million as of September 30, 2021March 31, 2022 based on quoted market prices, resulting in an unrealized gain of $17.3 million and unrealized loss of $0.1$27.8 million for the three and nine months ended September 30, 2021.March 31, 2022. The carrying value of the investment was $133.8$106.0 million as of September 30, 2020,March 31, 2021, resulting in an unrealized loss of $11.9 million for the three months ended March 31, 2021.

1310


resultingWe have a joint venture in an unrealized gainRussia that offers consumer credit services, however, we have determined as of $129.9March 31, 2022 that we expect no future economic benefit from the joint venture going forward and have recorded a $19.5 million loss to fully impair the investment for the three and nine months ended September 30, 2020.March 31, 2022. All unrealized gains or losses on the investmentinvestments are recorded in Other income, net within the Consolidated Statements of Income.
 
Other Current Liabilities. Other current liabilities on our Consolidated Balance Sheets consist of the current portion of our operating lease liabilities and various accrued liabilities such as costs related to the 2017 cybersecurity incident as described more fully in Note 6.6, interest expense and accrued employee benefits. Other current liabilities also include corresponding amounts ofthe offset to other current assets related to amounts in specifically designated accounts that hold the funds that are due to customers from our debt collection and recovery management services. As of September 30, 2021,March 31, 2022, these funds were approximately $18.9$26.7 million. These amounts are restricted as to their current use and will be released according to the specific customer agreements.

Recent Accounting Pronouncements. In October 2021, the FASB issued ASU No. 2021-08 “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” The update provides clarifying guidance to reduce diversity in practice stating that contract assets and contract liabilities acquired in business combinations should be measured in accordance with Accounting Standards Topic 606, rather than the fair value principles of Accounting Standards Topic 805. ASU 2021-08 is effective for all public business entities for annual periods beginning after December 15, 2022, although early adoption is permitted. This guidance must be applied on a prospective basis. The adoption of this guidance is not expected to have a material impact on our financial position, results of operations or cash flows.

In March 2020, the FASB issued ASU No. 2020-04 “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The update provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) contract modifications on financial reporting, caused by reference rate reform. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. We are still evaluating the impact, but do not expect the adoption of the standard to have a material impact on our Consolidated Financial Statements.

2. REVENUE

Revenue Recognition. Based on the information that management reviews internally for evaluating operating segment performance and nature, amount, timing, and uncertainty of revenue and cash flows affected by economic factors, we disaggregate revenue as follows:
Three Months Ended September 30,ChangeNine Months Ended September 30,ChangeThree Months Ended March 31,Change
Consolidated Operating RevenueConsolidated Operating Revenue20212020$%20212020$%Consolidated Operating Revenue20222021$%
(In millions)(In millions)(In millions)
Verification ServicesVerification Services$402.7 $301.1 $101.6 34 %$1,182.3 $773.2 $409.1 53 %Verification Services$513.3 $385.1 $128.2 33 %
Employer ServicesEmployer Services105.3 75.7 29.6 39 %302.2 258.2 44.0 17 %Employer Services135.7 102.1 33.6 33 %
Total Workforce SolutionsTotal Workforce Solutions508.0 376.8 131.2 35 %1,484.5 1,031.4 453.1 44 %Total Workforce Solutions649.0 487.2 161.8 33 %
Online Information SolutionsOnline Information Solutions286.3 284.7 1.6 %886.2 800.3 85.9 11 %Online Information Solutions343.8 352.0 (8.2)(2)%
Mortgage SolutionsMortgage Solutions46.2 55.4 (9.2)(17)%149.7 149.4 0.3 — %Mortgage Solutions43.4 54.1 (10.7)(20)%
Financial Marketing ServicesFinancial Marketing Services55.3 46.2 9.1 20 %167.1 145.4 21.7 15 %Financial Marketing Services45.7 53.3 (7.6)(14)%
Total U.S. Information SolutionsTotal U.S. Information Solutions387.8 386.3 1.5 — %1,203.0 1,095.1 107.9 10 %Total U.S. Information Solutions432.9 459.4 (26.5)(6)%
Asia PacificAsia Pacific88.7 80.2 8.5 11 %267.0 215.1 51.9 24 %Asia Pacific86.5 87.0 (0.5)(1)%
EuropeEurope67.7 58.7 9.0 15 %204.8 173.2 31.6 18 %Europe85.8 77.0 8.8 11 %
CanadaCanada61.6 60.7 0.9 %
Latin AmericaLatin America44.6 40.4 4.2 11 %130.3 117.8 12.5 11 %Latin America47.4 41.7 5.7 14 %
Canada44.4 38.7 5.7 15 %135.6 108.5 27.1 25 %
Total InternationalTotal International245.4 218.0 27.4 13 %737.7 614.6 123.1 20 %Total International281.3 266.4 14.9 %
Global Consumer Solutions81.7 87.2 (5.5)(6)%245.5 268.0 (22.5)(8)%
Total operating revenueTotal operating revenue$1,222.9 $1,068.3 $154.6 14 %$3,670.7 $3,009.1 $661.6 22 %Total operating revenue$1,363.2 $1,213.0 $150.2 12 %

1411


Remaining Performance Obligation – We have elected to disclose only the remaining performance obligations for those contracts with an expected duration of greater than one year and do not disclose the value of remaining performance obligations for contracts in which we recognize revenue at the amount to which we have the right to invoice. We expect to recognize as revenue the following amounts related to our remaining performance obligations as of September 30, 2021,March 31, 2022, inclusive of foreign exchange impact:
Performance ObligationAmount
(In millions)
Less than 1 year$31.128.6 
1 to 3 years32.134.5 
3 to 5 years20.720.1 
Thereafter36.232.0 
Total remaining performance obligation$120.1115.2 
    
3. ACQUISITIONS AND INVESTMENTS

2022 Acquisitions and Investments. In the first quarter of 2022, the Company acquired 100% of Efficient Hire within the Workforce Solutions operating segment and Data Crédito within the International operating segment. These acquisitions expand the Company's data assets and product offerings and broaden our geographic footprint. The Company will account for these acquisitions in accordance with ASC 805, Business Combinations, which requires the assets acquired and the liabilities assumed to be measured at fair value at the date of the acquisition. The purchase price allocation for the acquisitions are not yet finalized and open areas relate to measurement of intangible assets, income taxes and working capital.

2021 Acquisitions and Investments. On February 10, 2021, the Company acquired 100% of Kount, a provider of fraud prevention and digital identity solutions for $640 million within the U.S. Information Solutions (“USIS”) business unit. Additionally, in the first quarter of 2021, the Company acquired 100% of HIREtech and i2Verify within the Workforce Solutions business unit as well as a small acquisition and purchase of the remaining noncontrolling interest of a business within our International business unit. In the third quarter of 2021, the Company acquired 100% of Health e(fx) and Teletrack within the Workforce Solutions and USIS business units, respectively, as well as the purchase of the remaining noncontrolling interest of a business within our International business unit. All of these acquisitions expand the Company's data assets as well as product offerings. The purchase price allocations for these acquisitions are not yet finalized and open areas consist of income taxes and working capital for all acquisitions and purchased intangibles for third quarter acquisitions. Accordingly, adjustments may be made to the values of the assets acquired and liabilities assumed as additional information is obtained about the facts and circumstances that existed at the valuation date.

Additionally, the Company acquired 100% of Appriss Insights on October 1, 2021, for cash consideration of approximately $1.825 billion. Appriss Insights is a source of risk and criminal justice intelligence information and will be reported within the Workforce Solutions business unit. The Company will account for this acquisition in accordance with ASC 805, Business Combinations, which requires the assets acquired and the liabilities assumed to be measured at fair value at the date of the acquisition. The accounting for the acquisition is incomplete as of the date of this filing.

2020 Acquisitions and Investments. In February 2020, we acquired the remaining 40.6% interest in our India joint venture.

4. GOODWILL AND INTANGIBLE ASSETS
 
Goodwill. Goodwill represents the cost in excess of the fair value of the net assets acquired in a business combination. Goodwill is tested for impairment at the reporting unit level on an annual basis and on an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. We perform our annual goodwill impairment tests as of September 30.

Our annual goodwill impairment testing was completed during the third quarter of 2021. The estimated fair value for all reporting units exceeded the carrying value for those units as of September 30, 2021. As a result, no goodwill impairment was recorded.


15


Changes in the amount of goodwill for the ninethree months ended September 30, 2021,March 31, 2022, are as follows:
Workforce SolutionsU.S.
Information
Solutions
InternationalGlobal Consumer SolutionsTotalWorkforce SolutionsU.S.
Information
Solutions
InternationalTotal
Balance, December 31, 2020$1,010.7 $1,286.7 $2,007.9 $190.5 $4,495.8 
Balance, December 31, 2021Balance, December 31, 2021$2,365.4 $1,900.1 $1,992.6 $6,258.1 
AcquisitionsAcquisitions223.8 487.2 18.4  729.4 Acquisitions44.9  27.0 71.9 
Adjustments to initial purchase price allocationAdjustments to initial purchase price allocation 0.7   0.7 Adjustments to initial purchase price allocation0.3  (0.1)0.2 
Foreign currency translationForeign currency translation  (56.9)1.5 (55.4)Foreign currency translation  47.9 47.9 
Divestitures  (1.3) (1.3)
Balance, September 30, 2021$1,234.5 $1,774.6 $1,968.1 $192.0 $5,169.2 
Balance, March 31, 2022Balance, March 31, 2022$2,410.6 $1,900.1 $2,067.4 $6,378.1 

Indefinite-Lived Intangible Assets. Indefinite-lived intangible assets consist of indefinite-lived reacquired rights representing the value of rights which we had granted to various affiliate credit reporting agencies that were reacquired in the U.S. and Canada. At the time we acquired these agreements, they were considered perpetual in nature under the accounting guidance in place at that time and, therefore, the useful lives are considered indefinite. Indefinite-lived intangible assets are not amortized. We are required to test indefinite-lived intangible assets for impairment annually and whenever events or circumstances indicate that there may be an impairment of the asset value. We perform our annual indefinite-lived intangible asset impairment test as of September 30. The estimated fair value of our indefinite-lived intangible assets exceeded the carrying value as of September 30, 2021. As a result, no impairment was recorded. Our indefinite-lived intangible asset carrying amounts did not change materially during the ninethree months ended September 30, 2021.March 31, 2022.
 
12


Purchased Intangible Assets. Purchased intangible assets represent the estimated acquisition date fair value of acquired intangible assets used in our business. Purchased data files represent the estimated acquisition date fair value of consumer information files acquired primarily through the purchase of independent credit reporting agencies in the U.S., CanadaAustralia and Australia.Canada. We expense the cost of modifying and updating credit files in the period such costs are incurred. We amortize all of our purchased intangible assets on a straight-line basis. For additional information about the useful lives related to our purchased intangible assets, see Note 1 of the Notes to Consolidated Financial Statements in our 20202021 Form 10-K.

Purchased intangible assets at September 30, 2021March 31, 2022 and December 31, 20202021 consisted of the following:
September 30, 2021December 31, 2020 March 31, 2022December 31, 2021
GrossAccumulated
Amortization
NetGrossAccumulated
Amortization
NetGrossAccumulated
Amortization
NetGrossAccumulated
Amortization
Net
Definite-lived intangible assets:Definite-lived intangible assets:(In millions)Definite-lived intangible assets:(In millions)
Purchased data filesPurchased data files$1,107.4 $(449.4)$658.0 $913.7 $(399.2)$514.5 Purchased data files$1,115.7 $(489.5)$626.2 $1,103.1 $(466.0)$637.1 
Customer relationshipsCustomer relationships788.5 (348.9)439.6 680.1 (331.4)348.7 Customer relationships854.2 (372.1)482.1 805.2 (354.9)450.3 
Proprietary databaseProprietary database190.1 (44.8)145.3 148.6 (30.7)117.9 Proprietary database709.4 (73.3)636.1 710.2 (59.3)650.9 
Acquired software and technologyAcquired software and technology26.5 (13.8)12.7 115.3 (106.6)8.7 Acquired software and technology165.7 (23.2)142.5 160.0 (18.9)141.1 
Trade names and other intangible assetsTrade names and other intangible assets20.4 (12.3)8.1 14.4 (9.4)5.0 Trade names and other intangible assets26.2 (14.5)11.7 23.9 (12.6)11.3 
Non-compete agreementsNon-compete agreements11.1 (3.2)7.9 6.5 (3.5)3.0 Non-compete agreements13.6 (4.4)9.2 11.0 (3.7)7.3 
Total definite-lived intangible assetsTotal definite-lived intangible assets$2,144.0 $(872.4)$1,271.6 $1,878.6 $(880.8)$997.8 Total definite-lived intangible assets$2,884.8 $(977.0)$1,907.8 $2,813.4 $(915.4)$1,898.0 
 
Amortization expense related to purchased intangible assets was $40.1$57.3 million and $36.0$39.4 million during the three months ended September 30,March 31, 2022 and 2021, and 2020, respectively. Amortization expense related to purchased intangible assets was $119.6 million and $105.8 million during the nine months ended September 30, 2021 and 2020, respectively.

16


Estimated future amortization expense related to definite-lived purchased intangible assets at September 30, 2021March 31, 2022 is as follows:
Years ending December 31,Years ending December 31,AmountYears ending December 31,Amount
(In millions) (In millions)
2021$41.6 
20222022164.7 2022$175.0 
20232023158.0 2023223.7 
20242024149.0 2024212.0 
20252025145.5 2025208.7 
20262026197.4 
ThereafterThereafter612.8 Thereafter891.0 
$1,271.6  $1,907.8 


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5. DEBT
 
Debt outstanding at September 30, 2021March 31, 2022 and December 31, 20202021 was as follows:
September 30, 2021December 31, 2020March 31, 2022December 31, 2021
(In millions) (In millions)
Commercial paperCommercial paper$500.0 $— Commercial paper$836.0 $321.9 
Notes, 2.3%, due June 2021 500.0 
Notes, 3.6%, due August 2021 300.0 
Notes, Floating Rate, due August 2021 300.0 
Notes, 3.3%, due December 2022Notes, 3.3%, due December 2022500.0 500.0 Notes, 3.3%, due December 2022500.0 500.0 
Notes, 3.95%, due June 2023Notes, 3.95%, due June 2023400.0 400.0 Notes, 3.95%, due June 2023400.0 400.0 
Notes, 2.6%, due December 2024Notes, 2.6%, due December 2024750.0 750.0 Notes, 2.6%, due December 2024750.0 750.0 
Notes, 2.6%, due December 2025Notes, 2.6%, due December 2025400.0 400.0 Notes, 2.6%, due December 2025400.0 400.0 
Notes, 3.25%, due June 2026Notes, 3.25%, due June 2026275.0 275.0 Notes, 3.25%, due June 2026275.0 275.0 
Term loan, due August 2026Term loan, due August 2026700.0 — Term loan, due August 2026700.0 700.0 
Debentures, 6.9%, due July 2028Debentures, 6.9%, due July 2028125.0 125.0 Debentures, 6.9%, due July 2028125.0 125.0 
Notes, 3.1%, due May 2030Notes, 3.1%, due May 2030600.0 600.0 Notes, 3.1%, due May 2030600.0 600.0 
Notes, 2.35%, due September 2031Notes, 2.35%, due September 20311,000.0 — Notes, 2.35%, due September 20311,000.0 1,000.0 
Notes, 7.0%, due July 2037Notes, 7.0%, due July 2037250.0 250.0 Notes, 7.0%, due July 2037250.0 250.0 
OtherOther1.1 2.2 Other6.3 3.2 
Total debtTotal debt5,501.1 4,402.2 Total debt5,842.3 5,325.1 
Less short-term debt and current maturitiesLess short-term debt and current maturities(500.6)(1,101.1)Less short-term debt and current maturities(1,342.1)(824.8)
Less unamortized discounts and debt issuance costsLess unamortized discounts and debt issuance costs(31.1)(23.8)Less unamortized discounts and debt issuance costs(28.3)(30.2)
Total long-term debt, netTotal long-term debt, net$4,969.4 $3,277.3 Total long-term debt, net$4,471.9 $4,470.1 
 
2.35% Senior Notes. OnIn August 11, 2021, we issued $1.0 billion aggregate principal amount of 2.35% ten-year Senior Notes due 2031 (the “2031 Notes”) in an underwritten public offering. Interest on the 2031 Notes accrues at a rate of 2.35% per year and is payable semi-annually in arrears on March 15 and September 15 of each year, beginning on March 15, 2022.year. The net proceeds of the sale of the 2031 Notes were used to repay theour then-outstanding $300.0 million 3.6% Senior Notes due 2021 and $300.0 million Floating Rate Notes due 2021. The remaining proceeds will bewere used for general corporate purposes, which may includeincluding the repayment of borrowings under the our commercial paper program orand the funding of acquisitions, including the Company’s $1.825 billionour acquisition of Appriss Insights.Insights in the fourth quarter of 2021. We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets. The 2031 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

2.6% and 3.1% Senior Notes. On April 22, 2020, we issued $400.0 million aggregate principal amount of 2.6% five-year Senior Notes due 2025 (the “2025 Notes”) and $600.0 million aggregate principal amount of 3.1% ten-year Senior Notes due 2030 (the “2030 Notes”) in an underwritten public offering. Interest on the 2025 Notes accrues at a rate of 2.6% per year
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and is payable semi-annually in arrears on June 15 and December 15 of each year. Interest on the 2030 Notes accrues at a rate of 3.1% per year and is payable semi-annually in arrears on May 15 and November 15 of each year. The net proceeds of the sale of the notes were used to repay borrowings under a $225.0 million receivables funding facility (“Receivables Facility”) that was terminated in November 2020, while the remaining funds were used for general corporate purposes, which included the repayment of a portion of the 2021 debt maturities. We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets. The 2025 Notes and 2030 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

Senior Credit Facilities.  In August 2021, the Companywe refinanced theour existing unsecured revolving credit facility of $1.1 billion set to expire September 2023, and entered into a new $1.5 billion five-year unsecured revolving credit facility (the “Revolver”) and a new $700.0 million delayed draw term loan (“Term Loan”), collectively known as the “Senior Credit Facilities,” both of which mature in August 2026. Borrowings under the Senior Credit Facilities may be used for working capital, for capital expenditures, to refinance existing debt, to finance acquisitions including the acquisition of Appriss Insights, and for other general corporate purposes. The Revolver includes an option to request a maximum of 3 one-year extensions of the maturity date, any time after the first anniversary of the closing date of the Revolver. Availability of the Revolver is reduced by the outstanding principal balance of our commercial paper notes and by any letters of credit issued under the Revolver. As of September 30, 2021,March 31, 2022, there were $500.0$836.0 million of outstanding commercial paper notes, $0.7 million of letters of credit outstanding, no outstanding borrowings under the Revolver and $700$700.0 million outstanding under the Term Loan. Availability under the Revolver was $1.0 billion$663.3 million at September 30, 2021.March 31, 2022.
 
Commercial Paper Program. In the third quarter of 2021, we increased the size of our commercial paper (“CP”) program from $1.1 billion to $1.5 billion, consistent with the increase in our Revolver. The $1.5 billion commercial paperCP program has been established through the private placement of commercial paper notes from time-to-time, in which borrowings may bear interest at either a floating ratevariable or a fixed rate, plus the applicable margin. Maturities of commercial paperCP can range from overnight to 397 days. Because the commercial paperCP is backstopped by our Revolver, the amount of commercial paperCP which may be issued under the program is reduced by the outstanding face amount of any letters of credit issued and by the outstanding borrowings under our Revolver. At September 30, 2021,March 31, 2022, there were $500.0$836.0 million of outstanding commercial paperCP notes.

For additional information about our debt agreements, see Note 5 of the Notes to Consolidated Financial Statements in our 20202021 Form 10-K.
 
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6. COMMITMENTS AND CONTINGENCIES

Litigation, Claims and Government Investigations Related to the 2017 Cybersecurity Incident.  In 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of certain personally identifiable information of U.S., Canadian and U.K. consumers. Following the 2017 cybersecurity incident, hundreds of class actions and other lawsuits were filed against us typically alleging harm from the incident and seeking various remedies, including monetary and injunctive relief. We were also subject to investigations and inquiries by federal, state and foreign governmental agencies and officials regarding the 2017 cybersecurity incident and related matters. Most of these lawsuits and government investigations have concluded or been resolved, including pursuant to the settlement agreements described below, while others remain ongoing. The Company’s participation in these settlements does not constitute an admission by the Company of any fault or liability, and the Company does not admit fault or liability.

We believe it is probable that we will incur losses associated with certain of the proceedings and investigations related to the 2017 cybersecurity incident. In 2019, we recorded expenses, net of insurance recoveries, of $800.9 million in other current liabilities in our Consolidated Balance Sheets, exclusive of our legal and professional services expenses. The amount accrued represents our best estimate of the liability related to these matters. The Company will continue to evaluate information as it becomes known and adjust accruals for new information and further developments in accordance with ASC 450-20-25. While it is reasonably possible that losses exceeding the amount accrued may be incurred, it is not possible at this time to estimate the additional possible loss in excess of the amount already accrued that might result from adverse judgments, settlements, penalties or other resolution of the proceedings and investigations described below based on a number of factors, such as the various stages of these proceedings and investigations, including matters on appeal, that alleged damages have not been specified or are uncertain, the uncertainty as to the certification of a class or classes and the size of any certified class, as applicable, and the lack of resolution on significant factual and legal issues. The ultimate amount paid on these actions, claims and investigations in excess of the amount already accrued could be material to the Company’s consolidated financial condition, results of operations, or cash flows in future periods.

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Consumer Settlement. On July 19, 2019 and July 22, 2019, we entered into multiple agreements that resolve the U.S. consolidated consumer class action cases, captioned In re: Equifax, Inc. Customer Data Security Breach Litigation, MDL No. 2800 (the “U.S. Consumer MDL Litigation”), and the investigations of the FTC, the CFPB, the Attorneys General of 48 states, the District of Columbia and Puerto Rico and the NYDFS (collectively, the “Consumer Settlement”). Under the terms of the Consumer Settlement, the Company willagreed to contribute $380.5 million to a non-reversionary settlement fund (the “Consumer Restitution Fund”) to provide restitution for U.S. consumers identified by the Company whose personal information was compromised as a result of the 2017 cybersecurity incident as well as to pay reasonable attorneys’ fees and reasonable costs and expenses for the plaintiffs’ counsel in the U.S. Consumer MDL Litigation (not to exceed $80.5 million), settlement administration costs and notice costs. The Company has agreed to contribute up to an additional $125.0 million to the Consumer Restitution Fund to cover certain unreimbursed costs and expenditures incurred by affected U.S. consumers in the event the $380.5 million in the Consumer Restitution Fund is exhausted. The Company also agreed to various business practice commitments related to consumer assistance and its information security program, including conducting third party assessments of its information security program.

On January 13, 2020, the Northern District of Georgia, the U.S. District Court overseeing centralized pre-trial proceedings for the U.S. Consumer MDL Litigation and numerous other federal court actions relating to the 2017 cybersecurity incident (the “MDL Court”), entered an order granting final approval of the settlement in connection with the U.S. Consumer MDL Litigation. The MDL Court entered an amended order granting final approval of the settlement (the “Final Approval Order”) on March 17, 2020. Several objectors appealed the Final Approval Order to the U.S. Court of Appeals for the Eleventh Circuit (the “Eleventh Circuit”). On June 3, 2021, the Eleventh Circuit issued an order reversing the MDL Court’s grant of incentive awards to class representatives, but affirming all other aspects of the Final Approval Order. Several objectors filed petitions with the Eleventh Circuit seeking a rehearing, and on July 29, 2021, the Eleventh Circuit denied those petitions. On August 12, 2021, the MDL Court made the Eleventh Circuit’s mandate the judgment of the MDL Court. Since that time, one objector hasTwo objectors filed a petitionpetitions for a writ of certiorari with the U.S. Supreme Court. The deadline for any other objectors to file such petitions is October 27, 2021. Until all such petitions toCourt, and on January 10, 2022, the U.S. Supreme Court are finally adjudicated or dismissed, we can provide no assurance thatdenied the U.S.last remaining petition. On January 11, 2022, the Consumer MDL Litigation will be resolved as contemplated by the settlement agreement. If the Eleventh Circuit’s June 3, 2021 order affirming approval of the settlement (except with respect to incentive awards, as discussed above) is reviewed and reversed by the U.S. Supreme Court, there is a risk that we would not be able to settle the U.S. Consumer MDL Litigation on acceptable terms or at all, which could have a material adverse effect on our financial condition and results of operations.Settlement became effective.

Other Matters. We face other lawsuits and government investigations related to the 2017 cybersecurity incident that have not yet been concluded or resolved. These ongoing matters may result in judgments, fines or penalties, settlements or other relief. We dispute the allegations in the remaining lawsuits and intend to defend against such claims. Set forth below are descriptions of the main categories of these matters.

Georgia State Court Consumer Class Actions. Four putative class actions arising from the 2017 cybersecurity incident were filed against us in Fulton County Superior Court and Fulton County State Court in Georgia based on similar allegations and theories as alleged in the U.S. Consumer MDL Litigation and seek monetary damages, injunctive relief and other related
15


relief on behalf of Georgia citizens. These cases were transferred to a single judge in the Fulton County Business Court and three of the cases were consolidated into a single action. On July 27, 2018, the Fulton County Business Court granted the Company’s motion to stay the remaining single case, and on August 17, 2018, the Fulton County Business Court granted the Company’s motion to stay the consolidated case. These cases remain stayed pending final resolutionBecause the plaintiffs in the four putative class actions did not opt out of the U.S. Consumer MDL Litigation.Settlement that became effective on January 11, 2022, these cases have been dismissed and are now closed.

Canadian Class Actions. Five putative Canadian class actions, four of which are on behalf of a national class of approximately 19,000 Canadian consumers, are pending against us in Ontario, British Columbia and Alberta. Each of the proposed Canadian class actions asserts a number of common law and statutory claims seeking monetary damages and other related relief in connection with the 2017 cybersecurity incident. In addition to seeking class certification on behalf of Canadian consumers whose personal information was allegedly impacted by the 2017 cybersecurity incident, in some cases, plaintiffs also seek class certification on behalf of a larger group of Canadian consumers who had contracts for subscription products with Equifax around the time of the incident or earlier and were not impacted by the incident.

On December 13, 2019, the court in Ontario granted certification of a nationwide class that includes all impacted Canadians as well as Canadians who had subscription products with Equifax between March 7, 2017 and July 30, 2017 who were not impacted by the incident. We appealed one of the claims on which a class was certified and on June 9, 2021, our appeal was granted by the Ontario Divisional Court. The plaintiff has since filed a notice of further appeal.appeal with the Ontario Court of Appeal, which is scheduled to be heard in June 2022. All remaining purported class actions are at preliminary stages or stayed.

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Government Investigations. We have cooperated with federal, state and foreign governmental agencies and officials investigating or otherwise seeking information, testimony and/or documents, regarding the 2017 cybersecurity incident and related matters and most of these investigations have been resolved as discussed in prior filings.

The U.K.’s Financial Conduct Authority (“FCA”) opened an enforcement investigation against our U.K. subsidiary, Equifax Limited, in October 2017. The investigation by the FCA has involved a number of information requirements and interviews. We continue to respond to the information requirements and are cooperating with the investigation.

Although we continue to cooperate in the above investigationsCanadian class action proceedings and inquiries,the FCA investigation, an adverse outcome to any such investigationsproceedings and inquiriesinvestigation could subject us to fines or other obligations, which could have a material adverse effect on our financial condition and results of operations.

Data Processing, Outsourcing Services and Other Agreements

We have separate agreements with Google, Amazon Web Services, IBM, Tata Consultancy Services and others to outsource portions of our network and security infrastructure, computer data processing operations, applications development, business continuity and recovery services, help desk service and desktop support functions, operation of our voice, data and datacloud computing networks, maintenance and related functions and to provide certain other administrative and operational services. The agreements expire between 2022 and 2027. Annual payment obligations in regard to these agreements vary due to factors such as the volume of data processed; changes in our servicing needs as a result of new product offerings, acquisitions or divestitures; the introduction of significant new technologies; foreign currency; or the general rate of inflation. In certain circumstances (e.g., a change in control or for our convenience), we may terminate these data processing and outsourcing agreements, and, in doing so, certain of these agreements require us to pay significant termination fees.

Guarantees and General Indemnifications

We may issue standby letters of credit and performance and surety bonds in the normal course of business. The aggregate notional amounts of all performance and surety bonds and standby letters of credit was not material at September 30, 2021March 31, 2022 and generally have a remaining maturity of one year or less. We may issue other guarantees in the ordinary course of business. The maximum potential future payments we could be required to make under the guarantees in the ordinary course of business was not material at September 30, 2021.March 31, 2022. We have agreed to guarantee the liabilities and performance obligations (some of which have limitations) of a certain debt collections and recovery management variable interest entitysubsidiary under its commercial agreements.

We have agreed to standard indemnification clauses in many of our lease agreements for office space, covering such things as tort, environmental and other liabilities that arise out of or relate to our use or occupancy of the leased premises. Certain of our credit agreements include provisions which require us to make payments to preserve an expected economic return to the lenders if that economic return is diminished due to certain changes in law or regulations. In conjunction with certain transactions, such as sales or purchases of operating assets or services in the ordinary course of business, or the
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disposition of certain assets or businesses, we sometimes provide routine indemnifications, the terms of which range in duration and sometimes are not limited. Additionally, the Company has entered into indemnification agreements with its directors and executive officers to indemnify such individuals to the fullest extent permitted by applicable law against liabilities that arise by reason of their status as directors or officers. The Company maintains directors and officers liability insurance coverage to reduce its exposure to such obligations.

We cannot reasonably estimate our potential future payments under the guarantees and indemnities and related provisions described above because we cannot predict when and under what circumstances these provisions may be triggered.

Contingencies

In addition to the matters set forth above, we are involved in legal and regulatory matters, government investigations, claims and litigation arising in the ordinary course of business. We periodically assess our exposure related to these matters based on the information thatwhich is available. We have recorded accruals in our Consolidated Financial Statements for those matters in which it is probable that we have incurred a loss and the amount of the loss, or range of loss, can be reasonably estimated.

For additional information about these and other commitments and contingencies, see Note 6 of the Notes to Consolidated Financial Statements in our 20202021 Form 10-K.

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7. INCOME TAXES
 
We are subject to U.S. federal, state and international income taxes. We are generally no longer subject to federal, state, or international income tax examinations by tax authorities for years before 20172018 with a few exceptions. Due to the potential for resolution of state and foreign examinations, and the expiration of various statutes of limitations, it is reasonably possible that our gross unrecognized tax benefit balance may change within the next twelve months by a range of $0 to $6.7$8.1 million.
 
Effective Tax Rate

Our effective income tax rate was 22.1%26.7% for the three months ended September 30, 2021,March 31, 2022, compared to 25.1%24.4% for the three months ended September 30, 2020. Our effective income tax rate was 22.9% for the nine months ended September 30, 2021, compared to 24.1% for the nine months ended September 30, 2020.March 31, 2021. Our effective tax rate was lower forhigher during the thirdfirst quarter and first nine months of 20212022 as compared to 20202021 due to a lowergreater foreign income tax rate differential and a change in 2021 due todeferred tax balances driven by a change in state law. The increase in the changes inforeign rate differential was driven by the fair value adjustment of our equity investment in Brazil and adjustment to fully impair our investment in Brazil.

In the first quarter of 2020, the adverse economic effects of the COVID-19 pandemic caused the Company to reassess the need for valuation allowances against deferred tax assets. As a result of this analysis, the Company determined it was necessary to place valuation allowances against deferred tax assets of certain subsidiaries. The total amount of the valuation allowances recorded in the first quarter of 2020 was approximately $7.0 million.Russia.

8. ACCUMULATED OTHER COMPREHENSIVE LOSS
 
Changes in accumulated other comprehensive loss by component, after tax, for the ninethree months ended September 30, 2021,March 31, 2022, are as follows:
Foreign
currency
Pension and other
postretirement
benefit plans
Cash flow
hedging
transactions
TotalForeign
currency
Pension and other
postretirement
benefit plans
Cash flow
hedging
transactions
Total
(In millions) (In millions)
Balance, December 31, 2020$(168.4)$(2.0)$(1.0)$(171.4)
Balance, December 31, 2021Balance, December 31, 2021$(292.5)$(1.9)$(1.0)$(295.4)
Other comprehensive income before reclassificationsOther comprehensive income before reclassifications(84.9)  (84.9)Other comprehensive income before reclassifications64.5   64.5 
Amounts reclassified from accumulated other comprehensive lossAmounts reclassified from accumulated other comprehensive loss 0.6  0.6 Amounts reclassified from accumulated other comprehensive loss13.6 (0.4) 13.2 
Net current-period other comprehensive income (loss)Net current-period other comprehensive income (loss)(84.9)0.6  (84.3)Net current-period other comprehensive income (loss)78.1 (0.4) 77.7 
Balance, September 30, 2021$(253.3)$(1.4)$(1.0)$(255.7)
Balance, March 31, 2022Balance, March 31, 2022$(214.4)$(2.3)$(1.0)$(217.7)
 
Changes in accumulated other comprehensive loss related to noncontrolling interests were not material as of September 30, 2021.March 31, 2022.

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9. RESTRUCTURING CHARGES
 
In the fourth quarter of 2020,2021, we recorded $31.9$8.6 million ($24.36.5 million, net of tax) of restructuring charges, all of which were recorded in selling, general and administrative expenses within our Consolidated Statements of Income. These charges wereThis charge was recorded to general corporate expense and resulted from our continuing efforts to realign our internal resources to support the Company’s strategic objectives and primarily relate to a reduction in headcount. To date, we have paid $25.5As of March 31, 2022, $3.1 million of the 2020fourth quarter 2021 restructuring costscharge has been paid, with $4.3 million and $21.5 million of it paid during the three and nine months ended September 30, 2021, respectively. The remaining future payments are expected to be completed later in the fourth quarter of 2021.2022.

10. SEGMENT INFORMATION
 
Reportable Segments. We manage our business and report our financial results through the following 43 reportable segments, which are the same as our operating segments:

Workforce Solutions
U.S. Information Solutions (“USIS”)
International
Global Consumer Solutions (“GCS”)
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The accounting policies of the reportable segments are the same as those described in our summary of significant accounting policies in Note 1 of the Notes to Consolidated Financial Statements in our 20202021 Form 10-K. We evaluate the performance of these reportable segments based on their operating revenues, operating income and operating margins, excluding any unusual or infrequent items, if any. The measurement criteria for segment profit or loss and segment assets are substantially the same for each reportable segment. Inter-segment sales and transfers are not material for all periods presented. All transactions between segments are accounted for at fair market value or cost depending on the nature of the transaction and no timing differences occur between segments.
 
A summary of segment products and services is as follows:
 
Workforce Solutions.  This segment includes employment, income, criminal history and social security number verification services as well as complementary payroll-based transaction services, and employment tax management services.services and identity theft protection products.

U.S. Information Solutions. This segment includes consumer and commercial information services (such as credit information and credit scoring, credit modeling services and portfolio analytics, (decisioning tools), which are derived from our databases of business credit and financial information, locate services, fraud detection and prevention services, identity verification services and other consulting services); mortgage loan origination services; financial marketing services; identity management; and identity management.credit monitoring products sold to resellers or directly to consumers.
 
International.  This segment includes information services products, which includes consumer and commercial services (such as credit and financial information, credit scoring and credit modeling services), credit and other marketing products and services. In Asia Pacific, Europe, Canada and Latin America and Canada, we also provide information, technology and services to support debt collections and recovery management.
Global Consumer Solutions.  This segment includes credit information, In Europe and Canada we also provide credit monitoring and identity theft protection products sold directly and indirectly to consumers via the internet and in various hard-copy formats in the U.S., Canada, and the U.K. We also sell consumer and credit information to resellers who combine our information with other informationor directly to provide direct to consumer monitoring, reports and scores.consumers.

Operating revenue and operating income by operating segment during the three and nine months ended September 30,March 31, 2022 and 2021 and 2020 are as follows:
 Three Months EndedNine Months Ended
(In millions)September 30,September 30,
Operating revenue:2021202020212020
Workforce Solutions$508.0 $376.8 $1,484.5 $1,031.4 
U.S. Information Solutions387.8 386.3 1,203.0 1,095.1 
International245.4 218.0 737.7 614.6 
Global Consumer Solutions81.7 87.2 245.5 268.0 
Total operating revenue$1,222.9 $1,068.3 $3,670.7 $3,009.1 
 Three Months EndedNine Months Ended
(In millions)September 30,September 30,
Operating income:2021202020212020
Workforce Solutions$253.1 $193.2 $783.0 $500.8 
U.S. Information Solutions116.7 128.6 382.5 349.3 
International27.9 25.4 85.1 34.5 
Global Consumer Solutions11.8 12.5 37.7 33.4 
General Corporate Expense(136.3)(155.3)(402.5)(410.8)
Total operating income$273.2 $204.4 $885.8 $507.2 

 Three Months Ended
(In millions)March 31,
Operating revenue:20222021
Workforce Solutions$649.0 $487.2 
U.S. Information Solutions432.9 459.4 
International281.3 266.4 
Total operating revenue$1,363.2 $1,213.0 
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 Three Months Ended
(In millions)March 31,
Operating income:20222021
Workforce Solutions$308.4 $265.7 
U.S. Information Solutions121.5 154.9 
International37.0 29.8 
General Corporate Expense(134.5)(143.8)
Total operating income$332.4 $306.6 

Total assets by operating segment at September 30, 2021March 31, 2022 and December 31, 20202021 are as follows:
September 30,December 31, March 31,December 31,
(In millions)(In millions)20212020(In millions)20222021
Total assets:Total assets:  Total assets:  
Workforce SolutionsWorkforce Solutions$2,019.2 $1,601.3 Workforce Solutions$4,035.4 $3,888.3 
U.S. Information SolutionsU.S. Information Solutions2,912.6 2,177.1 U.S. Information Solutions3,117.6 3,091.4 
InternationalInternational3,268.8 3,368.3 International3,403.4 3,271.5 
Global Consumer Solutions328.5 319.1 
General CorporateGeneral Corporate2,554.2 2,146.0 General Corporate835.3 789.7 
Total assetsTotal assets$11,083.3 $9,611.8 Total assets$11,391.7 $11,040.9 


ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
The following Management’s Discussion and Analysis (“MD&A”) is intended to help the reader understand the results of operations and financial condition of Equifax Inc. MD&A is provided as a supplement to and should be read in conjunction with our consolidated financial statements and the accompanying Notes to Financial Statements in Item 1 of this Form 10-Q. This section discusses the results of our operations for the three months ended March 31, 2022 compared to the three months ended March 31, 2021. All percentages have been calculated using unrounded amounts for each of the periods presented.

As used herein, the terms Equifax, the Company, we, our and us refer to Equifax Inc., a Georgia corporation, and its consolidated subsidiaries as a combined entity, except where it is clear that the terms mean only Equifax Inc.
 
All references to earnings per share data in Management’s Discussion and Analysis, or MD&A are to diluted earnings per share, or EPS, unless otherwise noted. Diluted EPS is calculated to reflect the potential dilution that would occur if stock options or other contracts to issue common stock were exercised and resulted in additional common shares outstanding.
 
BUSINESS OVERVIEW
 
Equifax Inc. is a global data, analytics and technology company. We provide information solutions for businesses, governments and consumers, and we provide human resources business process automation and outsourcing services for employers. We have a large and diversified group of clients, including financial institutions, corporations, government agencies and individuals. Our services are based on comprehensive databases of consumer and business information derived from numerous sources including credit, financial assets, telecommunications and utility payments, employment, income, educational history, criminal history, healthcare professional licensure and sanctions, demographic and marketing data. We use advanced statistical techniques, machine learning and proprietary software tools to analyze available data to create customized insights, decision-making and process automation solutions and processing services for our clients. We also provide information, technology and services to support debt collections and recovery management. Additionally, we are a leading provider of information and solutions used in payroll-related and human resource management business process outsourcing services in the U.S. For consumers, we provide products and services to help people understand, manage and protect their personal information and make more informed financial decisions. Additionally, we also provide information, technology and services to support debt collections and recovery management.

We currently operate in four global regions: North America (U.S. and Canada), Asia Pacific (Australia, New Zealand and India), Europe (the U.K., Spain and Portugal) and Latin America (Argentina, Chile, Costa Rica, Dominican Republic, Ecuador, El Salvador, Honduras, Mexico, Paraguay, Peru and Uruguay). We maintain support operations in the Republic of
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Ireland, Chile, Costa Rica and India. We also offer Equifax branded credit services in Russia through a joint venture, have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, Malaysia and Singapore and have an investment in a consumer and commercial credit information company in Brazil. We have a joint venture in Russia that offers consumer credit services, however, we have determined as of March 31, 2022 that we expect no future economic benefit from the joint venture going forward.

Recent Events and Company Outlook
As further described in our 20202021 Form 10-K, we operate in the U.S., which represented 78% of our revenue in 2020,2021, and internationally in more than 20 countries. Our products and services span a wide variety of vertical markets including financial services, mortgage, federal, state and local governments, automotive, telecommunications and many others.
In March 2020, the World Health Organization designated the novel coronavirus disease (“COVID-19”) as a global pandemic.Demand for our services tends to be correlated to general levels of economic activity and to consumer credit activity, small commercial credit and marketing activity and employee hiring and onboarding activity. The impact of the COVID-19 pandemic and related actions to attempt to control its spread began to impact our consolidated operating results in the first quarter of 2020. During 2020, the impact on the operating resultsoverall revenue grew, reflecting strong U.S. mortgage market demand in each country in which we operate differed based on the conditions2020 compared to 2019 and the vertical markets we serve in that country with the impact of the pandemic experienced most severely bygrowth across our InternationalWorkforce Solutions business. Details of the impact of COVID-19 to our 2020 results can be found under the heading “Segment Financial Results” in the Management’s DiscussionIn 2021 and Analysis of Financial Condition and Results of Operation section of the 2020 Form 10-K. In the third quarter and first nine months of 2021,2022 to-date, as efforts to minimize the spread of COVID-19 have beenwere more successful and access to vaccinations has increased, our consolidated revenue grew when compared to 2020,prior year, reflecting the U.S. mortgage market demand in 2021 compared to 2020, recovering country
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economies, Equifax-initiative growth from Equifax initiatives and, to a lesser extent, revenue from acquired companies. A more thorough discussion of our business unit results are included under the heading “Segment Financial Results” in the Management’s Discussion and Analysis of Financial Condition and Results of Operation section of this Form 10-Q. We are unable to determine the severity or duration of theThe continued impact of the COVID-19 pandemic on the individual markets in the countries we serve or how this impact will change with time. Although consolidated revenue has grown during the third quarter and first nine months of 2021 when compared to 2020, due to the uncertain effects on the global economy caused by the impact of COVID-19, the impact on our future results of operations related to the COVID-19 pandemic are unclear.

We expect that the global COVID-19 pandemic will continue to impact our business and results of operations. While the COVID-19 pandemic affects the countries in which we operate, our critical priorities remain as follows:

(i)the health and safety of our employees and their families;
(ii)providing support to consumers;
(iii)helping our customers execute their changing business plans by providing innovative solutions combining our unique data assets and leading analytical and technology capabilities; and
(iv)executing on our cloud technology, data and security transformation per our previously stated plans.
We are generally following the requirements and protocols published by the U.S. Centers for Disease Control and the World Health Organization, and federal, state and local governments. In jurisdictions where local restrictions have been lifted, as is the case at our major U.S. locations, our employees are returning to work to their assigned offices in conjunction with jurisdictional guidance. In jurisdictions where the local restrictions that were implemented to prevent the further spread of the virus allow, our employees can work from their assigned offices or from home. Generally across our facilities, we have undertaken actions to make these sites safer. We have also substantially reduced employee travel. If public health authorities dictate further measures to limit further spread of the virus, we may need to reinstate our business continuity plans in certain countries or regions in which we operate. As of the date of this filing, we do not believe our work from home and return to office protocols have materially adversely impacted our internal controls, financial reporting systems or our operations.
Our data and analytics, product and sales teams are focused on how to refine existing products and services, as well as generate new products and services, to meet the changing needs of our customers in this environment. Our technology teams continue to execute on our cloud technology, data and security transformation, including the continued migration of our technology to cloud native environments. To date, the change to our working environment has not caused material disruptions in the execution of these plans.
As a response to the ongoing COVID-19 pandemic, we implemented plans to manage our costs. We limited the addition of new employees and third party contracted services, limited most travel except where necessary to meet customer or regulatory needs, and acted to limit discretionary spending. The pace of recovery of the global economy from the COVID-19 induced recession remains uncertain and may affect certain markets or regions we serve differently. Any future asset impairment charges, increaseTo date, changes to our working environment as a result of COVID-19 have not caused material disruptions in allowance for doubtful accounts,the execution of our strategic plans and have not impacted our internal controls, financial reporting systems or restructuring charges could be more likely and will be dependent on the severity and duration of the pandemic.operations.

In light of the evolving health, social, economic and business environment, governmental regulations or mandates, and business disruptions that could occur, the potential impact that COVID-19 could have on our financial condition and operating results remains uncertain.
unclear. For more information, see “Item 1A. Risk Factors—Our business has been and willmay continue to be negatively impacted by the recent COVID-19 outbreak,pandemic,” in our 20202021 Form 10-K.
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2017 Cybersecurity Incident
For 2022, our planning assumes economies in which we operate continue to show growth relative to 2021. In 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of certain personally identifiable information of U.S., Canadian and U.K. consumers. Criminals exploited a software vulnerability2022 economic activity, as measured by GDP, is expected to grow but not at the same rate of growth experienced in a U.S. website application to gain unauthorized access to our network. In March 2017,2021. We expect modest growth in consumer credit, excluding mortgage, over the course of 2022. Our plan assumes the U.S. Departmentmortgage market, as measured by credit inquiries, will decline by greater than 35 percent on average for the remaining nine months of Homeland Security distributed a notice concerning2022 versus the software vulnerability. We undertook efforts to identify and remediate vulnerable systems; however,same period in 2021. The U.S. mortgage market, particularly the vulnerability in the website application that was exploited was not identified by our security processes. We discovered unusual network activity in late-July 2017 and upon discovery promptly investigated the activity. Once the activity was identified as potential unauthorized access, we acted to stop the intrusion and engaged a leading, independent cybersecurity firm to conduct a forensic investigation to determine the scopemortgage refinance portion of the unauthorized access, includingU.S. mortgage market, can be further impacted by U.S. interest rates and therefore mortgage rates. In the specific information impacted. Based on our forensic investigation, the unauthorized access occurred from mid-May 2017 through July 2017. No evidence was found that the Company’s core consumer, employment and income, or commercial reporting databases were accessed. On February 10, 2020, the U.S. Department of Justice announced that four members of the Chinese People’s Liberation Army were indicted on criminal charges for their involvementInternational markets in the 2017 cybersecurity incident.
As a result of the 2017 cybersecurity incident, we were subject to a significant number of proceedings and investigations as described in Part II, “Item 1. Legal Proceedings” in this Form 10-Q. We did not record any settlement expenses related to the resolution of these proceedings and investigations for the three or nine months ended September 30, 2021 and 2020. To date, we have recorded legal settlement expenses, net of insurance recoveries, of $800.9 million in selling, general, and administrative expenses in our Consolidated Statements of Income (Loss). As of September 30, 2021, $345.0 million is outstanding on the Consolidated Balance Sheet within other current liabilities related to the U.S. Consumer MDL Litigation. The amounts accrued represent our best estimate of the liability related to these matters. The Company will continue to evaluate information as it becomes known and adjust accruals for new information and further developments in accordance with ASC 450-20-25.
Future Costs
We are currently executing substantial initiatives in security and consumer support, and a company-wide transformation of our technology platforms to cloud based technologies, which we referoperate, we expect 2022 economic activity, as measured by GDP, to as our technology transformation, and incurred substantially increased expenses and capital expendituresimprove but less than the rates of growth experienced in 2018, 2019 and 2020 related to these initiatives. We expect to continue to incur additional expenses and capital expenditures in the remainder of 2021 related to these initiatives, although at reduced levels compared to those incurred in 2020.

We will recognize the expenses and capital expenditures referenced herein as they are incurred.2021.

Segment and Geographic Information

Segments.  The Workforce Solutions segment consists of the Verification Services and Employer Services business lines. Verification Services revenue is transaction-based and is derived primarily from employment and income verification. Employer Services revenue is derived from our provision of certain human resources business process outsourcing services that include both transaction and subscription based product offerings. These services include unemployment claims management, employment-based tax credit services and other complementary employment-based transaction services.

The USIS segment consists of three service lines: Online Information Solutions, Mortgage Solutions, and Financial Marketing Services. Online Information Solutions and Mortgage Solutions revenue is principally transaction-based and is derived from our sales of products such as consumer and commercial credit reporting and scoring, identity management, fraud detection, modeling services and modelingconsumer credit monitoring services. USIS also markets certain decisioning software services thatwhich facilitate and automate a variety of consumer and commercial credit-oriented decisions. Online Information Solutions also includes our U.S. consumer credit monitoring solutions business. Financial Marketing Services revenue is principally project and subscription based and is derived from our sales of batch credit and consumer wealth information such as those that assist clients in acquiring new customers, cross-selling to existing customers and managing portfolio risk.
 
The International segment consists of Asia Pacific, Europe, Canada and Latin America and Canada.America. Canada’s services are similar to our USIS offerings. Asia Pacific, Europe and Latin America are made up of varying mixes of service lines that are generally consistent with those in our USIS reportable segment. We also provide information and technology services to support lenders and other creditors in the collections and recovery management process.
GCS revenue is both transaction and subscription based and is derived from the sale of credit monitoring and identity theft protection products, which we deliver electronically to consumers primarily via the internet in the U.S., Canada, and the
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U.K. We also sell consumer and credit information to resellers who combine our information with other information to provide direct-to-consumer monitoring, reports and scores.

Geographic Information.  We currently have operations in the following countries: Argentina, Australia, Canada, Chile, Costa Rica, Dominican Republic, Ecuador, El Salvador, Honduras, India, Mexico, New Zealand, Paraguay, Peru, Portugal, the Republic of Ireland, Spain, the U.K., Uruguay and the U.S. We also offer Equifax branded credit services in Russia through a joint venture, have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, Malaysia, Singapore and SingaporeRussia and have an investment in a consumer and commercial credit information company in Brazil. Approximately 79% and 78% of our revenue was generated in the U.S. during the three months ended September 30,March 31, 2022 and 2021, and 2020, respectively. Approximately 79% and 78%
Seasonality. We experience seasonality in certain of our revenue wasstreams. Revenue generated by the online consumer information services component of our USIS operating segment is typically the lowest during the first quarter, when consumer lending activity is at a seasonal low. Revenue generated from the Employer Services business unit within the Workforce Solutions operating segment is generally higher in the first quarter due primarily to the provision of Form W-2 and 1095-C services that occur in the first quarter each year. Revenue generated from our financial wealth asset products and data management services in our Financial Marketing Services business is generally higher in the fourth quarter each year due to the significant portion of our annual renewals and deliveries which occur then. Mortgage related revenue is generally higher in the second and third quarters of the year due to the increase in consumer home purchasing during the summer in the U.S. duringAny change in the nine months ended September 30, 2021U.S. mortgage market has a corresponding impact on revenue and 2020, respectively.operating profit for our business within the Workforce Solutions and USIS operating segments.

Key Performance Indicators.  Management focuses on a variety of key indicators to monitor operating and financial performance. These performance indicators include measurements of operating revenue, change in operating revenue, operating income, operating margin, net income, diluted earnings per share, cash provided by operating activities and capital expenditures. The key performance indicators for the three and nine months ended September 30,March 31, 2022 and 2021 and 2020 were as follows:
Key Performance IndicatorsKey Performance Indicators
Three Months Ended September 30,Nine months ended September 30,Three Months Ended March 31,
202120202021202020222021
(In millions, except per share data)(In millions, except per share data)(In millions, except per share data)
Operating revenueOperating revenue$1,222.9 $1,068.3 $3,670.7 $3,009.1 Operating revenue$1,363.2 $1,213.0 
Operating revenue changeOperating revenue change14 %22 %22 %16 %Operating revenue change12 %27 %
Operating incomeOperating income$273.2 $204.4 $885.8 $507.2 Operating income$332.4 $306.6 
Operating marginOperating margin22.3 %19.1 %24.1 %16.9 %Operating margin24.4 %25.3 %
Net income attributable to EquifaxNet income attributable to Equifax$205.4 $228.5 $622.1 $445.7 Net income attributable to Equifax$221.8 $201.6 
Diluted earnings per shareDiluted earnings per share$1.66 $1.86 $5.04 $3.63 Diluted earnings per share$1.80 $1.64 
Cash provided by operating activities$398.4 $367.0 $949.5 $649.0 
Cash (used in) provided by operating activitiesCash (used in) provided by operating activities$(198.5)$143.4 
Capital expenditures*Capital expenditures*$121.0 $(112.3)$345.9 $(309.6)Capital expenditures*$(140.8)$(107.4)

*Amounts include accruals for capital expenditures.
 
Operational and Financial Highlights
 
We did not repurchase any shares from public market transactions in 2022. We repurchased 0.40.2 million shares of our common stock on the open market for $69.9$34.1 million during the first ninethree months of 2021. At September 30, 2021,March 31, 2022, $520.2 million was available for future purchases of common stock under our share repurchase authorization.

We paid out $142.6$47.9 million or $1.17$0.39 per share in dividends to our shareholders during the first ninethree months of 2021.2022. 
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RESULTS OF OPERATIONS—THREE AND NINE MONTHS ENDED SEPTEMBER 30,MARCH 31, 2022 AND 2021 AND 2020
 
Consolidated Financial Results
 
Operating Revenue
Three Months Ended September 30,ChangeNine Months Ended September 30,Change Three Months Ended March 31,Change
Consolidated Operating RevenueConsolidated Operating Revenue20212020$%20212020$%Consolidated Operating Revenue20222021$%
(In millions)(In millions) (In millions)
Workforce SolutionsWorkforce Solutions$508.0 $376.8 $131.2 35 %$1,484.5 $1,031.4 $453.1 44 %Workforce Solutions$649.0 $487.2 $161.8 33 %
U.S. Information SolutionsU.S. Information Solutions387.8 386.3 1.5  %1,203.0 1,095.1 107.9 10 %U.S. Information Solutions432.9 459.4 (26.5)(6)%
InternationalInternational245.4 218.0 27.4 13 %737.7 614.6 123.1 20 %International281.3 266.4 14.9 6 %
Global Consumer Solutions81.7 87.2 (5.5)(6)%245.5 268.0 (22.5)(8)%
Consolidated operating revenueConsolidated operating revenue$1,222.9 $1,068.3 $154.6 14 %$3,670.7 $3,009.1 $661.6 22 %Consolidated operating revenue$1,363.2 $1,213.0 $150.2 12 %

Revenue increased by $154.6$150.2 million, or 14%, and by $661.6 million, or 22%12%, for the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. Total revenue was positivelynegatively impacted by foreign exchange rates, which increaseddecreased revenue by $6.6 million and $52.1$12.6 million, or 1% and 2%, for the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021.

Revenue in the thirdfirst quarter and first nine months of 20212022 increased primarily due to growth in Workforce Solutions International and USIS businesses,International, partially offset by declinesa decline in GCS.the USIS business.

Operating Expenses
Three Months Ended September 30,ChangeNine Months Ended September 30,Change Three Months Ended March 31,Change
Consolidated Operating ExpensesConsolidated Operating Expenses20212020$%20212020$%Consolidated Operating Expenses20222021$%
(In millions)(In millions) (In millions)
Consolidated cost of servicesConsolidated cost of services$489.0 $433.2 $55.8 13 %$1,455.3 $1,256.5 $198.8 16 %Consolidated cost of services$553.4 $483.3 $70.1 15 %
Consolidated selling, general and administrative expensesConsolidated selling, general and administrative expenses344.2 330.0 14.2 4 %981.4 955.9 25.5 3 %Consolidated selling, general and administrative expenses340.3 308.8 31.5 10 %
Consolidated depreciation and amortization expenseConsolidated depreciation and amortization expense116.5 100.7 15.8 16 %348.2 289.5 58.7 20 %Consolidated depreciation and amortization expense137.1 114.3 22.8 20 %
Consolidated operating expensesConsolidated operating expenses$949.7 $863.9 $85.8 10 %$2,784.9 $2,501.9 $283.0 11 %Consolidated operating expenses$1,030.8 $906.4 $124.4 14 %
 
Cost of services increased $55.8$70.1 million and $198.8 million infor the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increases for both periods wereincrease was primarily due to higher royalty costs, people costs and production costs, which include third party cloud usage fees, and people costs, partially offset by lower incremental technology and data security costs.fees. The impact of changes in foreign exchange rates on costs of services led to an increasea decrease of $4.0$6.5 million and $28.3 million infor the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021.
 
Selling, general and administrative expenses increased $14.2 million and $25.5$31.5 million for the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increases for both periods wereincrease was due to increases in people costs, professional feessales and advertising costs, partially offset by lower incremental technology and data securitymarketing related costs. The impact of changes in foreign currency exchange rates led to an increasedecrease in selling, general and administrative expenses by $1.2of $3.6 million and $10.9 million infor the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021.

Depreciation and amortization expense increased $15.8$22.8 million and $58.7 million infor the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increases areincrease was due to the higher amortization of purchased intangible assets related to recent acquisitions and increased amortization of capitalized internal-use software and system costs from technology transformation capital spending incurred previously, as well as higher amortization of purchased intangible assets related to the acquisitions completed during 2021.previously.

2722


Operating Income and Operating Margin
Three Months Ended September 30,ChangeNine Months Ended September 30,Change Three Months Ended March 31,Change
Consolidated Operating IncomeConsolidated Operating Income20212020$%20212020$%Consolidated Operating Income20222021$%
(In millions)(In millions) (In millions)
Consolidated operating revenueConsolidated operating revenue$1,222.9 $1,068.3 $154.6 14 %$3,670.7 $3,009.1 $661.6 22 %Consolidated operating revenue$1,363.2 $1,213.0 $150.2 12 %
Consolidated operating expensesConsolidated operating expenses949.7 863.9 85.8 10 %2,784.9 2,501.9 283.0 11 %Consolidated operating expenses1,030.8 906.4 124.4 14 %
Consolidated operating incomeConsolidated operating income$273.2 $204.4 $68.8 34 %$885.8 $507.2 $378.6 75 %Consolidated operating income$332.4 $306.6 $25.8 8 %
Consolidated operating marginConsolidated operating margin22.3 %19.1 % 3.2  pts24.1 %16.9 %7.2  ptsConsolidated operating margin24.4 %25.3 % (0.9) pts

Total company operating margin increaseddecreased by 3.2 percentage points and 7.20.9 percentage points in the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The margin increase isdecrease was due to the aforementioned increased operating income generated byexpense and amortization expense that slightly outpaced revenue growth during the increased revenue and decreased incremental technology and data security costs offset by the aforementioned increase in amortization expense.period.
 
Interest Expense and Other Income, net  
Three Months Ended September 30,ChangeNine Months Ended September 30,ChangeThree Months Ended March 31,Change
Consolidated Interest Expense and Other Income, netConsolidated Interest Expense and Other Income, net20212020$%20212020$%Consolidated Interest Expense and Other Income, net20222021$%
(In millions) (In millions) (In millions) 
Consolidated interest expenseConsolidated interest expense$(35.0)$(37.4)$2.4 (6)%$(107.1)$(104.7)$(2.4)2 %Consolidated interest expense$(39.7)$(37.2)$(2.5)7 %
Consolidated other income, net27.2 139.1 (111.9)nm32.3 188.3 (156.0)nm
Consolidated other income (expense), netConsolidated other income (expense), net11.1 (0.9)12.0 nm
Average cost of debtAverage cost of debt3.2 %3.4 % 3.3 %3.5 %Average cost of debt2.8 %3.4 % 
Total consolidated debt, net, at quarter endTotal consolidated debt, net, at quarter end$5,470.0 $4,377.4 $1,092.6 25 %$5,470.0 $4,377.4 $1,092.6 25 %Total consolidated debt, net, at quarter end$5,814.0 $4,379.7 $1,434.3 33 %
nm - not meaningful
 
Interest expense decreased by $2.4 million and increased by $2.4$2.5 million in the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The decreaseincrease for the thirdfirst quarter of 2021 is2022 was due to the retirement of various senior notes during the second and third quarters of 2021, partially offset by the issuance of the $1.0 billion 2.35% senior notes in August 2021. The increase for the first nine months of 2021 is due to the issuance of $1.0 billion senior notes in April 2020 and $1.0 billion issuance of 2.35% senior notes in August 2021,increased commercial paper activity, partially offset by the retirement of various senior notes during the second and third quarters of 2021.
 
Other income, net, decreasedincreased by $111.9 million and decreased by $156.0$12.0 million in the thirdfirst quarter and first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The decreaseincrease for the thirdfirst quarter and first nine months of 2021 is2022 was due to the $129.9 million gain recorded in the third quarter of 2020 related to a fair value adjustment of our investment in Brazil, as a result ofpartly offset by the initial public offering of stock of the associated business.other-than-temporary impairment recognized related to our equity investment in Russia.

Income Taxes
Three Months Ended September 30,ChangeNine Months Ended September 30,Change Three Months Ended March 31,Change
Consolidated Provision for Income TaxesConsolidated Provision for Income Taxes20212020$%20212020$%Consolidated Provision for Income Taxes20222021$%
(In millions)(In millions) (In millions)
Consolidated provision for income taxesConsolidated provision for income taxes$(58.8)$(76.8)$18.0 (23)%$(185.5)$(142.2)$(43.3)30 %Consolidated provision for income taxes$(81.0)$(65.6)$(15.4)23 %
Effective income tax rateEffective income tax rate22.1 %25.1 %  22.9 %24.1 %Effective income tax rate26.7 %24.4 %  
 
Our effective income tax rate was 22.1%26.7% for the three months ended September 30, 2021,March 31, 2022, compared to 25.1%24.4% for the three months ended September 30, 2020. Our effective income tax rate was 22.9% for the nine months ended September 30, 2021, compared to 24.1% for the nine months ended September 30, 2020.March 31, 2021. Our effective tax rate was lower forhigher during the thirdfirst quarter and first nine months of 20212022 as compared to 20202021 due to a lowergreater foreign income tax rate differential and a change in 2021 due todeferred tax balances driven by a change in state law. The increase in the changes inforeign rate differential was driven by the fair value adjustment of our equity investment in Brazil and adjustment to fully impair our investment in Brazil.

Russia.
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Net Income
Three Months Ended September 30,ChangeNine Months Ended September 30,Change Three Months Ended March 31,Change
Consolidated Net IncomeConsolidated Net Income20212020$%20212020$%Consolidated Net Income20222021$%
(In millions, except per share amounts)(In millions, except per share amounts) (In millions, except per share amounts)
Consolidated operating incomeConsolidated operating income$273.2 $204.4 $68.8 34 %$885.8 $507.2 $378.6 75 %Consolidated operating income$332.4 $306.6 $25.8 8 %
Consolidated interest expense and other income, net(7.8)101.7 (109.5)(108)%(74.8)83.6 (158.4)(189)%
Consolidated interest expense and other income (expense), netConsolidated interest expense and other income (expense), net(28.6)(38.1)9.5 (25)%
Consolidated provision for income taxesConsolidated provision for income taxes(58.8)(76.8)18.0 (23)%(185.5)(142.2)(43.3)30 %Consolidated provision for income taxes(81.0)(65.6)(15.4)23 %
Consolidated net incomeConsolidated net income206.6 229.3 (22.7)(10)%625.5 448.6 176.9 39 %Consolidated net income222.8 202.9 19.9 10 %
Net income attributable to noncontrolling interestsNet income attributable to noncontrolling interests(1.2)(0.8)(0.4)(50)%(3.4)(2.9)(0.5)(15)%Net income attributable to noncontrolling interests(1.0)(1.3)0.3 23 %
Net income attributable to EquifaxNet income attributable to Equifax$205.4 $228.5 $(23.1)(10)%$622.1 $445.7 $176.4 40 %Net income attributable to Equifax$221.8 $201.6 $20.2 10 %
Diluted earnings per common share:Diluted earnings per common share:  Diluted earnings per common share:  
Net income attributable to EquifaxNet income attributable to Equifax$1.66 $1.86 $(0.20)(11)%$5.04 $3.63 $1.41 39 %Net income attributable to Equifax$1.80 $1.64 $0.16 10 %
Weighted-average shares used in computing diluted earnings per shareWeighted-average shares used in computing diluted earnings per share123.7 123.0   123.5 122.7 Weighted-average shares used in computing diluted earnings per share123.5 123.2   
 
Consolidated net income decreased by $22.7 million and increased by $176.9$19.9 million for the thirdfirst quarter and the first nine months of 2021, respectively, 2022,compared to the same periodsperiod in 2020. The decrease for the third quarter of 2021 is due to the decrease in other income as a result of the 2020 fair value adjustment of the Brazil investment, partially offset by increased operating income resulting from the increase in revenue from our Workforce Solutions and International business units and lower tax expense.2021. The increase for the first nine monthsquarter of 2021 is2022 was due to the increasedincrease in operating income from increased revenue, partially offset by the decrease in other income and increase inincreased tax expense.

Segment Financial Results

Workforce Solutions
Three Months Ended September 30,ChangeNine Months Ended September 30,ChangeThree Months Ended March 31,Change
Workforce SolutionsWorkforce Solutions20212020$%20212020$%Workforce Solutions20222021$%
(In millions)(In millions) (In millions)
Operating revenue:Operating revenue:    Operating revenue:    
Verification ServicesVerification Services$402.7 $301.1 $101.6 34 %$1,182.3 $773.2 $409.1 53 %Verification Services$513.3 $385.1 $128.2 33 %
Employer ServicesEmployer Services105.3 75.7 29.6 39 %302.2 258.2 44.0 17 %Employer Services135.7 102.1 33.6 33 %
Total operating revenueTotal operating revenue$508.0 $376.8 $131.2 35 %$1,484.5 $1,031.4 $453.1 44 %Total operating revenue$649.0 $487.2 $161.8 33 %
% of consolidated revenue% of consolidated revenue42 %35 % 40 %34 %% of consolidated revenue47 %40 % 
Total operating incomeTotal operating income$253.1 $193.2 $59.9 31 %$783.0 $500.8 $282.2 56 %Total operating income$308.4 $265.7 $42.7 16 %
Operating marginOperating margin49.8 %51.3 % (1.5)pts52.7 %48.6 %4.1 ptsOperating margin47.5 %54.5 % (7.0)pts
 
Workforce Solutions revenue increased by 35% and 44%33% in the thirdfirst quarter and the first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increases for both periods wereincrease was due to strong growth in Verification Services driven by growth in non-mortgage verticals and acquisition revenue in both mortgageVerification and non-mortgage verticals. Employer Services revenue also increased for the third quarter and first nine months of 2021 due to acquisition related growth and employee services, partially offset by a decline in our unemployment claims business.Services.

Verification Services
 
Revenue increased by 34% and 53% in the third quarter and33% for the first nine monthsquarter of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increase for both periods isin revenue was due to strong growth in the mortgage vertical despitetalent solutions, government and other non-mortgage verticals, acquisition revenue from Appriss Insights and, to a reduction in mortgage inquiries that began in the second quarter and continued through the third quarter of 2021, and also due tolesser extent, growth in the talent solutionsmortgage vertical. Verification Services benefited across all verticals from the continued growth of employment and government verticals. Revenue growth for both mortgage and non-mortgage verticals are supported by continued addition of newincome records toin The Work Number database.
 
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Employer Services
 
Revenue increased by 39% and 17%33% in the thirdfirst quarter and the first nine months of 2021,2022, compared to the same periodsperiod in 2020.2021. The increase for both periods was due to acquisition revenue and growth in employee services, partially offset by a decrease in unemployment claims revenue as the number of claims has greatly reduced in 20212022 after having been significantly higher in 20202021 due to the economic impact of COVID-19 on the U.S. economy.
 
24


Workforce Solutions Operating Margin
 
Operating margin decreased to 49.8% for the third quarter of 2021 from 51.3% for the third quarter of 2020 and increased to 52.7%47.5% for the first nine monthsquarter of 20212022 from 48.6%54.5% for the first nine monthsquarter of 2020.2021. The decreased margin for the thirdfirst quarter of 2021 was2022 is due to increased royalty costs, people costs, production costs and peoplepurchased intangible asset amortization costs, partially offset by the increase in revenue. The increased margin for the first nine months of 2021 was due to the increase in revenue, partially offset by increases in royalty, production and people costs.

USIS
Three Months Ended September 30,ChangeNine Months Ended September 30,Change Three Months Ended March 31,Change
U.S. Information SolutionsU.S. Information Solutions20212020$%20212020$%U.S. Information Solutions20222021$%
(In millions)(In millions) (In millions)
Operating revenue:Operating revenue:   Operating revenue:   
Online Information SolutionsOnline Information Solutions$286.3 $284.7 $1.6 1 %$886.2 $800.3 $85.9 11 %Online Information Solutions$343.8 $352.0 $(8.2)(2)%
Mortgage SolutionsMortgage Solutions46.2 55.4 (9.2)(17)%149.7 149.4 0.3  %Mortgage Solutions43.4 54.1 (10.7)(20)%
Financial Marketing ServicesFinancial Marketing Services55.3 46.2 9.1 20 %167.1 145.4 21.7 15 %Financial Marketing Services45.7 53.3 (7.6)(14)%
Total operating revenueTotal operating revenue$387.8 $386.3 $1.5  %$1,203.0 $1,095.1 $107.9 10 %Total operating revenue$432.9 $459.4 $(26.5)(6)%
% of consolidated revenue% of consolidated revenue32 %36 %  33 %36 %% of consolidated revenue32 %38 %  
Total operating incomeTotal operating income$116.7 $128.6 $(11.9)(9)%$382.5 $349.3 $33.2 10 %Total operating income$121.5 $154.9 $(33.4)(22)%
Operating marginOperating margin30.1 %33.3 % (3.2)pts31.8 %31.9 %(0.1)ptsOperating margin28.1 %33.7 % (5.6)pts
 
USIS revenue was flat for the third quarter and up 10%decreased by 6% for the first nine monthsquarter of 2021,2022, compared to the same periodsperiod in 2020. For2021. The decrease was due to the third quarternegative impact of 2021, increases in acquisition-related revenue, non-mortgage online services and financial marketing services were offset by decreases indeclining mortgage inquiry volumes of online services and mortgage solutions, due to declining mortgage inquiry volumes. The increase for the first nine months of 2021 is due to overall improvements in our core credit decisioning services,partially offset by acquisition-related revenue and financial marketinggrowth in non-mortgage online services.

Online Information Solutions
 
Revenue increaseddecreased by 1% and 11% in the third quarter and2% for the first nine monthsquarter of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increasedecrease in the thirdfirst quarter of 20212022 was due to revenue from acquisitions and continued growth of our non-mortgage online services, partially offset by a decrease in mortgage online services due to declining mortgage origination volume compared to 2020. The increase for the first nine monthsprior year, partially offset by revenue from acquisitions and continued growth of 2021 was due to growth in both mortgage and non-mortgage online services, as well as revenue from acquisitions.services.

Mortgage Solutions

Revenue decreased by 17%20% in the thirdfirst quarter of 2021 and was flat for the first nine months of 2021,2022, compared to the same periodsperiod in 2020.2021. Mortgage originationSolutions transaction volumes declined by 24.5% in the thirdfirst quarter and are slightly down on the year for the first nine months,of 2022, as compared to the prior year.

Financial Marketing Services

Revenue increaseddecreased by 20% and 15% in the third quarter and14% for the first nine monthsquarter of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increase in both periods isdecrease for the period was due to increased marketing activities by customers as the U.S. economy continues its recovery from the economic impact of COVID-19.lower offline data licensing.

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USIS Operating Margin

USIS operating margin decreased to 30.1% for the third quarter of 2021 from 33.3% for the third quarter of 2020 and to 31.8%28.1% for the first nine monthsquarter of 20212022 from 31.9%33.7% for the first nine monthsquarter of 2020.2021. The margin decreasesdecrease for the thirdfirst quarter and first nine months of 2021 were2022 is due to the decrease in revenue and increase in royalty costs, depreciation expense related to increased capitalized software development spending, higher people costs and cloud production costs, partially offset by increased revenue and a decrease in incremental technology and data securityroyalty costs.

25


International
Three Months Ended September 30,ChangeNine Months Ended September 30,Change Three Months Ended March 31,Change
InternationalInternational20212020$%20212020$%International20222021$%
(In millions)(In millions) (In millions)
Operating revenue:Operating revenue:    Operating revenue:    
Asia PacificAsia Pacific$88.7 $80.2 $8.5 11 %$267.0 $215.1 $51.9 24 %Asia Pacific$86.5 $87.0 $(0.5)(1)%
EuropeEurope67.7 58.7 9.0 15 %204.8 173.2 31.6 18 %Europe85.8 77.0 8.8 11 %
CanadaCanada61.6 60.7 0.9 1 %
Latin AmericaLatin America44.6 40.4 4.2 11 %130.3 117.8 12.5 11 %Latin America47.4 41.7 5.7 14 %
Canada44.4 38.7 5.7 15 %135.6 108.5 27.1 25 %
Total operating revenueTotal operating revenue$245.4 $218.0 $27.4 13 %$737.7 $614.6 $123.1 20 %Total operating revenue$281.3 $266.4 $14.9 6 %
% of consolidated revenue% of consolidated revenue20 %21 %20 %21 %% of consolidated revenue21 %22 %
Total operating incomeTotal operating income$27.9 $25.4 $2.5 10 %$85.1 $34.5 $50.6 147 %Total operating income$37.0 $29.8 $7.2 24 %
Operating marginOperating margin11.4 %11.6 % (0.2)pts11.5 %5.6 %5.9 ptsOperating margin13.2 %11.2 % 2.0 pts
 
International revenue increased by 13% and 20% in the third quarter and6% for the first nine monthsquarter of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. On a local currency basis, revenue increased by 10% and 12% in the third quarter andfor the first nine monthsquarter of 2021, respectively,2022, driven by increasesgrowth in all geographies as local economies continue to recover from negative impacts of COVID-19 despite the continued lockdown measures within various regions.geographies. Local currency fluctuations against the U.S. dollar positivelynegatively impacted revenue by $6.0$12.6 million, or 3%, for the third quarter of 2021 and by $49.4 million, or 8%4%, for the first nine monthsquarter of 2021.2022.
 
Asia Pacific
 
On a local currency basis, revenue increased by 7% and 11% in the third quarter and6% for the first nine monthsquarter of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increases in both periods wereincrease was driven by growth in our commercial, consumer and background check verifications and identity and fraud businesses in Australia. Additionally, the increase in revenue for both the thirdfirst quarter and first nine months of 20212022 is also attributable to growth in India due to higher consumer volumes related to economic recovery from the impacts of COVID-19.volumes. Local currency fluctuations against the U.S. dollar positivelynegatively impacted revenue by $2.5$5.6 million, or 4%, and $27.8 million, or 13%7% for the thirdfirst quarter andof 2022. Reported revenue decreased by 1% for the first nine monthsquarter of 2021, respectively. Reported revenue increased by 11% and 24% in the third quarter and the first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021.

Europe

On a local currency basis, revenue increased by 9% in both16% for the thirdfirst quarter and first nine months of 2021,2022, compared to the same periodsperiod in 2020.2021. The increases in both periods wereincrease was driven by growth in the consumer and commercial verticals for the U.K. and Spain due to improving economic conditionsdebt management business with higher volumes in the third quarter of 2021, as well as growth in thepublic sector, partially offset by lower debt management vertical driven by higher volumes within the private sector. Local currency fluctuations against the U.S. dollar positively impacted revenue by $3.5 million, or 6%, and $16.0 million, or 9%sector for the third quarter and the first nine months of 2021, respectively. Reported revenue increased by 15% and 18% in the third quarter and the first nine months of 2021, respectively, compared to the same periods in 2020.

31


Latin America
On a local currency basis, revenue increased by 16% and 15% in the third quarter and the first nine months of 2021, respectively, compared to the same periods in 2020. The increases in both periods were driven by price increases in Argentina and growth in the consumer vertical primarily for Chile, Argentina and Ecuador due to economic recovery from the impacts of COVID-19 across the region despite extended lockdowns in some of the countries.region. Local currency fluctuations against the U.S. dollar negatively impacted revenue by $2.4$3.2 million, or 5%, and $4.9 million, or 4% for the thirdfirst quarter and the first nine months of 2021, respectively. The negative foreign currency impacts in both periods were driven by negative impacts from Argentina and Peru, partially offset by positive impacts from Chile and Mexico.2022. Reported revenue increased by 11% for both the third quarter and the first nine monthsquarter of 2021,2022, compared to the same periodsperiod in 2020.2021.

Canada
 
On a local currency basis, revenue increased by 8% and 15% in the third quarter and2% for the first nine monthsquarter of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The increases in both periods wereincrease was driven by growth in the consumer, commercial, identity and fraud and analytics businesses, mainly within the mortgageauto and fintech verticals, as Canada continues to recover from the negative impacts of COVID-19 despite continued lockdown measures in several Canadian provinces.telco verticals. Local currency fluctuations against the U.S. dollar positivelynegatively impacted revenue by $2.4$0.1 million, or 7%1%, and $10.4 million, or 10% for the thirdfirst quarter and the first nine months of 2021, respectively.2022. Reported revenue increased by 15% and 25% in the third quarter and1% for the first nine monthsquarter of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021.

Latin America
 
On a local currency basis, revenue increased by 23% for the first quarter of 2022, compared to the same period in 2021. The increase reflects local currency growth in all countries, driven by price increases in Argentina and growth in the consumer and recovery management verticals in Chile. Local currency fluctuations against the U.S. dollar negatively impacted revenue by $3.8 million, or 9%, for the first quarter of 2022, primarily within Argentina and Chile. Reported revenue increased by 14% for the first quarter of 2022, compared to the same period in 2021.

International Operating Margin
 
Operating margin decreased slightly to 11.4% for the third quarter of 2021 from 11.6% for the third quarter of 2020 and increased to 11.5%13.2% for the first nine monthsquarter of 20212022 from 5.6%11.2% for the same period in 2020. The decreased margin for the thirdfirst quarter of 2021 is2021. The increased margin was due to increased people, royalty and production costs and higher depreciation expense related to the technology transformation, partially offset by the increased revenue and lower purchased intangible asset amortization costs in Australia. The increased margin for the first nine months of 2021 is due to the increased revenue and lower purchased intangible asset amortization costs mentioned above, lower technology and data security costs and discretionary expense control,Australia, partially offset by increased people costs, royalty costs,higher cloud production costs and depreciation expense.

GCS
 Three Months Ended September 30,ChangeNine Months Ended September 30,Change
Global Consumer Solutions20212020$%20212020$%
 (In millions)(In millions)
Total operating revenue$81.7 $87.2 $(5.5)(6)%$245.5 $268.0 $(22.5)(8)%
% of consolidated revenue6 %%  7 %%
Total operating income$11.8 $12.5 $(0.7)(6)%$37.7 $33.4 $4.3 13 %
Operating margin14.4 %14.4 %  pts15.3 %12.5 %2.8 pts

Revenue decreased by 6% and 8% in the third quarter and the first nine months of 2021, respectively, compared to the same periods in 2020. On a local currency basis, revenue decreased by 7% and 9% for the third quarter and the first nine months of 2021, respectively. The reduction in revenue for both periods was driven by decreases in partner revenue, partially offset by growth in the direct to consumer business due to strong consumer subscription performance in North America. Local currency fluctuations against the U.S. dollar positively impacted revenue by $0.7 million, or 1%, and $2.7 million, or 1% for the third quarter and the first nine months of 2021, respectively.

GCS Operating Margin

Operating margin of 14.4% for the third quarter of 2021 was consistent with the third quarter of 2020 and increased to 15.3% for the first nine months of 2021 from 12.5% for the first nine months of 2020. The margin for the third quarter of 2021 remained constant as the decrease in revenue was offset by a reduction in operating expenses, primarily partner royalty and technology development costs. The increased margin for the first nine months of 2021 is due to a reduction in partner royalty costs and a decrease in technology development costs, partially offset by an increase inhigher depreciation expense and advertising costs, as well as the decrease in revenue.

related to technology transformation project spending.
3226



General Corporate Expense
Three Months Ended September 30,ChangeNine Months Ended September 30,Change Three Months Ended March 31,Change
General Corporate ExpenseGeneral Corporate Expense20212020$%20212020$%General Corporate Expense20222021$%
(In millions)(In millions) (In millions)
General corporate expenseGeneral corporate expense$136.3 $155.3 $(19.0)(12)%$402.5 $410.8 $(8.3)(2)%General corporate expense$134.5 $143.8 $(9.3)(6)%

Our general corporate expenses are unallocated costs that are incurred at the corporate level and include those expenses impacted by corporate direction, including shared services, technology, security, data and analytics, administrative, legal, restructuring, and the portion of management incentive compensation determined by total company-wide performance.

General corporate expense decreased by $19.0 million and $8.3$9.3 million for the thirdfirst quarter and the first nine months of 2021, respectively,2022, compared to the same periodsperiod in 2020.2021. The decrease in both periods was due to a decrease inreduced incremental technology and data security costs partially offset by increased depreciationas we work to complete our ongoing technology transformation and amortization expense.a decrease in people costs.

LIQUIDITY AND FINANCIAL CONDITION
 
Management assesses liquidity in terms of our ability to generate cash to fund operating, investing and financing activities. We continue to generate substantial cash from operating activities, remain in a strong financial position and manage our capital structure to meet shortshort- and long-term objectives including reinvestment in existing businesses and completing strategic acquisitions.
Sources and Uses of Cash

Funds generated by operating activities, our Revolver and related commercial paperCP program, more fully described below, are our most significant sources of liquidity. At September 30, 2021,March 31, 2022, we had $2.0 billion$200.9 million in cash balances, as well as $1.0 billion$663.3 million available to borrow under our Revolver.
Sources and Uses of Cash

The Company hasWe believe that our existing cash balance, liquidity available from our CP and expectsRevolver, cash generated from ongoing operations and continued access to make paymentspublic or private debt markets will be sufficient to resolve certain legal proceedingssatisfy cash requirements over the next 12 months and investigations relatedbeyond. While there was no significant change in our cash requirements as of March 31, 2022 compared to the 2017 cybersecurity incident, described more fully in Part II, “Item 1. Legal Proceedings” in this Form 10-Q. Through September 30,December 31, 2021, the Company has made payments of $443.6 million for legal settlements relatedwe have utilized existing CP capacity, together with cash from operating activities, to meet our current obligations. This includes the 2017 cybersecurity incident. The remaining $345.0 million to be paid to the Consumer Restitution Fund will beconsumer class action settlement payment that was made after a final adjudication affirmingin January 2022 related to the U.S. Consumer MDL Litigation settlement that became effective on January 11, 2022. In addition, we plan to pay off the $500.0 million Senior Notes due December 2022 with a combination of operating cash flow, available capacity under our Revolver and related CP program, or dismissal of the pending appeals. Although we expect this payment and the remaining settlement payments to be made laterborrowings in 2021 or early 2022, we can give no assurance that these payments will occur in 2021 or early 2022 due to pending appeals. As a result of the possible payments that could be made in 2021 or early 2022 related to the losses associated with certain legal proceedings and government investigations related to the 2017 cybersecurity incident and other requirements, funds generated by operating activities may not be sufficient to fund working capital and other cash requirements, including for acquisitions and share repurchases, through September 30, 2022. Our plan is to finance the payments with existing cash balances and borrowing capacity, as necessary. In the event that additional financing is needed, we would finance using the public andor private corporate bond markets and/or syndicated loan markets, if available.debt markets.

Fund Transfer Limitations.  The ability of certain of our subsidiaries and associated companies to transfer funds to the U.S. may be limited, in some cases, by certain restrictions imposed by foreign governments. These restrictions do not, individually or in the aggregate, materially limit our ability to service our indebtedness, meet our current obligations or pay dividends. As of September 30, 2021,March 31, 2022, we held $186.2$188.3 million of cash in our foreign subsidiaries.    

Information about our cash flows, by category, is presented in the Consolidated Statements of Cash Flows. The following table summarizes our cash flows for the ninethree months ended September 30, 2021March 31, 2022 and 2020:2021:
Nine Months Ended September 30,Change Three Months Ended March 31,Change
Net cash provided by (used in):Net cash provided by (used in):202120202021 vs. 2020Net cash provided by (used in):202220212022 vs. 2021
(In millions) (In millions)
Operating activitiesOperating activities$949.5 $649.0 $300.5 Operating activities$(198.5)$143.4 $(341.9)
Investing activitiesInvesting activities$(1,440.3)$(380.9)$(1,059.4)Investing activities$(268.2)$(973.5)$705.3 
Financing activitiesFinancing activities$842.4 $865.3 $(22.9)Financing activities$444.3 $(88.6)$532.9 
 
3327


Operating Activities
 
Cash provided by operating activities in the ninethree months ended September 30, 2021 increasedMarch 31, 2022 decreased by $300.5$341.9 million compared to the prior year period due to increased net income.the $345.0 million consumer class action settlement payment that was made in January 2022 related to the U.S. Consumer MDL Litigation settlement that became effective on January 11, 2022.

Investing Activities
 
Capital Expenditures
Nine Months Ended September 30,Change Three Months Ended March 31,Change
Net cash used in:Net cash used in:202120202021 vs. 2020Net cash used in:202220212022 vs. 2021
(In millions) (In millions)
Capital expenditures*Capital expenditures*$(332.9)$(309.5)$(23.4)Capital expenditures*$(156.5)$(113.0)$(43.5)
*Amounts above are total cash outflows for capital expenditures.

Our capital expenditures are used for developing, enhancing and deploying new and existing software in support of our expanding product set, replacing or adding equipment, updating systems for regulatory compliance, the licensing of certain software applications, investing in system reliability, security and disaster recovery enhancements, and updating or expanding our office facilities.

Capital expenditures paid in the first ninethree months of 20212022 increased by $23.4$43.5 million from the same period in 2020.2021. We are continuing to invest in enhanced technology systems and infrastructure as part of our technology transformation.
 
Acquisitions, Divestitures and Investments
Nine Months Ended September 30,Change Three Months Ended March 31,Change
Net cash used in:Net cash used in:202120202021 vs. 2020Net cash used in:202220212022 vs. 2021
(In millions) (In millions)
Acquisitions, net of cash acquiredAcquisitions, net of cash acquired$(1,108.9)$(61.4)$(1,047.5)Acquisitions, net of cash acquired$(111.7)$(862.0)$750.3 
Cash received from divestitureCash received from divestiture$1.5 $— $1.5 Cash received from divestiture$ $1.5 $(1.5)
Investment in unconsolidated affiliates, net$ $(10.0)$10.0 
 
During the first ninethree months of 2022, we acquired Efficient Hire within our Workforce Solutions segment and Data Crédito within our International segment. During the first three months of 2021, we acquired Kount and Teletrack within our USIS segment, HIRETech and HIREtech, i2Verify and Health e(fx) within our Workforce Solutions segment as well asand a small tuck-in acquisition within our International segment. In addition, in 2021, we also sold a small business within our International segment. During the first nine months of 2020, we acquired the remaining interest in our India joint venture within the International segment and a tuck-in acquisition within our USIS segment.

3428


Financing Activities
 
Borrowings and Credit Facility Availability 
Nine Months Ended September 30,Change Three Months Ended March 31,Change
Net cash provided by (used in):Net cash provided by (used in):202120202021 vs. 2020Net cash provided by (used in):202220212022 vs. 2021
(In millions) (In millions)
Net short-term borrowingsNet short-term borrowings$499.2 $0.3 $498.9 Net short-term borrowings$516.8 $(0.7)$517.5 
Payments on long-term debt$(1,100.2)$(125.0)$(975.2)
Borrowings on long-term debt$1,697.3 $1,123.3 $574.0 

Credit Facilities Availability
 
In August 2021, the Companywe refinanced theour existing unsecured revolving credit facility of $1.1 billion set to expire in September 2023, and entered into a new $1.5 billion five-year unsecured Revolver and a new $700.0 million delayed draw Term Loan, collectively known as the “Senior Credit Facilities,” both which mature in August 2026. Borrowings under the Senior Credit Facilities may be used for working capital, for capital expenditures, to refinance existing debt, to finance acquisitions including the acquisition of Appriss Insights, and for other general corporate purposes. The Revolver includes an option to request a maximum of three one-year extensions of the maturity date, any time after the first anniversary of the closing date of the Revolver. Availability of the Revolver is reduced by the outstanding principal balance of our commercial paper notes and by any letters of credit issued under the Revolver.
 
In the third quarter of 2021, we increased the size of our commercial paper (“CP”)CP program from $1.1 billion to $1.5 billion, consistent with the increase in our Revolver. Our $1.5 billion CP program has been established to allow for borrowing through the private placement of CP with maturities ranging from overnight to 397 days. We may use the proceeds of CP for general corporate purposes. The CP program is supported by our Revolver and the total amount of CP which may be issued is reduced by the amount of any outstanding borrowings under our Revolver. 

As of September 30, 2021,March 31, 2022, there were $0.7 million of letters of credit outstanding, no outstanding borrowings under the Revolver, $700.0 million outstanding under the Term Loan and $500.0$836.0 million of outstanding CP notes. Availability under the Revolver was $1.0 billion$663.3 million at September 30, 2021.March 31, 2022.
 
At September 30, 2021, 78%March 31, 2022, 74% of our debt was fixed-rate debt and 22%26% was effectively variable debt. Our variable-rate debt consists of our outstanding term loan and CP. The interest rates reset periodically, depending on the terms of the respective financing agreements. At September 30, 2021,March 31, 2022, the interest rate on our variable-rate debt ranged from 0.20%0.35% to 1.31%1.69%.
 
Borrowing and Repayment Activity
 
We primarily borrow under our CP program and Revolver as needed and as availability allows.
Net short-term borrowings primarily represent net borrowings or repayments of outstanding amounts under our CP program.

Payments There were no borrowings or payments on long-term debt reflect $1.1 billion payments related to senior notes infor the first ninethree months of 2021 and $125.0 million payments made related to the now-terminated Receivables Facility in the first nine months of 2020.

Borrowings on long-term debt represent the net proceeds received from the issuance of the $1.0 billion 2031 Notes and $700.0 million Term Loan in the first nine months of 2021 and the net proceeds received from issuance of the 2025 and 2030 senior notes, as well as the net proceeds received from draw downs on the now-terminated Receivables Facility during the first nine months of 2020.2022 or 2021.

Debt Covenants.  A downgrade in our credit ratings would increase the cost of borrowings under our CP program, Revolver and Term Loan, and could limit or, in the case of a significant downgrade, preclude our ability to issue CP. Our outstanding indentures and comparable instruments also contain customary covenants including, for example, limits on mortgages, liens, sale/leaseback transactions, mergers and sales of assets.

35


In August 2021, we entered into our new Senior Credit Facilities as noted above in anticipation of the Appriss Insights acquisition, which provides additional financial flexibility. The Senior Credit Facilities include a maximum leverage ratio, defined as consolidated funded debt divided by consolidated EBITDA for the preceding four quarters, of (i) 3.75 to 1.0 initially, (ii) 4.25 to 1.0 for the first fiscal quarter ending after the consummation of the Company’s acquisition of Appriss Insights on October 1, 2021, (the “Appriss Closing Date”), until the fourth fiscal quarter ending after the Appriss Closing Date,September 30, 2022, (iii) 4.0 to 1.0 for the fifth fiscal quarter ending after the Appriss Closing DateDecember 31, 2022 until the sixth fiscal quarter ending after the Appriss Closing DateMarch 31, 2023 and (iv) 3.75 to 1.0 for the seventh fiscal quarter ending after the Appriss Closing DateJune 30 , 2023 and through the remaining term of the Revolver. We may also elect to increase the maximum leverage ratio by 0.5 to 1.0 (subject to a maximum leverage ratio of 4.75 to 1.0) in connection with certain material acquisitions if we satisfy certain requirements. The Senior Credit Facilities also permit cash in excess of $175 million to be netted against debt in the calculation of the leverage ratio, subject to certain restrictions.

As of September 30, 2021,March 31, 2022, we were in compliance with all of our debt covenants.
29



We do not have any credit rating triggers that would accelerate the maturity of a material amount of the outstanding debt; however, our 3.3% senior notes due 2022, 3.95% senior notes due 2023, 2.6% senior notes due 2024, 2.6% senior notes due 2025, 3.25% senior notes due 2026, term loan due 2026, 3.1% senior notes due 2030, 2.35% senior notes due 2031 and 7.0% senior notes due 2037 (collectively, the “Senior Notes”) contain change in control provisions. If the Company experiences a change of control or publicly announces the Company’s intention to effect a change of control and the rating on the Senior Notes is lowered by Standard & Poor’s (“S&P”) and Moody’s Investors Service (“Moody’s”) below an investment grade rating within 60 days of such change of control or notice thereof, then the Company will be required to offer to repurchase the Senior Notes at a price equal to 101% of the aggregate principal amount of the Senior Notes plus accrued and unpaid interest. As of September 30, 2021,March 31, 2022, our S&P credit rating was BBB with a stable outlook and our Moody’s credit rating was Baa2 with a stable outlook. These ratings are subject to change as events and circumstances change.

 For additional information about our debt, including the terms of our financing arrangements, basis for floatingvariable interest rates and debt covenants, see Note 5 of the Notes to Consolidated Financial Statements in our 20202021 Form 10-K.

Equity Transactions
Nine Months Ended September 30,Change Three Months Ended March 31,Change
Net cash provided by (used in):Net cash provided by (used in):202120202021 vs. 2020Net cash provided by (used in):202220212022 vs. 2021
(In millions) (In millions)
Treasury stock repurchasesTreasury stock repurchases$(69.9)$— $(69.9)Treasury stock repurchases$ $(34.1)$34.1 
Dividends paid to Equifax shareholdersDividends paid to Equifax shareholders$(142.6)$(142.1)$(0.5)Dividends paid to Equifax shareholders$(47.9)$(47.5)$(0.4)
Dividends paid to noncontrolling interestsDividends paid to noncontrolling interests$(6.5)$(2.6)$(3.9)Dividends paid to noncontrolling interests$(0.5)$(0.7)$0.2 
Proceeds from exercise of stock options and employee stock purchase planProceeds from exercise of stock options and employee stock purchase plan$33.4 $29.9 $3.5 Proceeds from exercise of stock options and employee stock purchase plan$5.7 $6.6 $(0.9)
Purchase of noncontrolling interestsPurchase of noncontrolling interests$(11.2)$(9.0)$(2.2)Purchase of noncontrolling interests$ $(3.6)$3.6 

Sources and uses of cash related to equity during the ninethree months ended September 30,March 31, 2022 and 2021 and 2020 were as follows:

-    During the first ninethree months of 2021,2022, we repurchased 0.4did not repurchase any shares of our common stock on the open market for $69.9 million.market. During the first ninethree months of 2020,2021, we did not repurchase anyrepurchased 0.2 million shares of our stock.common stock for $34.1 million.

-    We maintained our quarterly dividend of $0.39 per share in the thirdfirst quarter of 2021.2022. We paid cash dividends to Equifax shareholders of $142.6$47.9 million and $142.1$47.5 million, or $1.17$0.39 per share, during the ninethree months ended September 30,March 31, 2022 and 2021, and 2020, respectively.

-    We received cash of $33.4$5.7 million and $29.9$6.6 million during the first ninethree months of 20212022 and 2020,2021, respectively, from the exercise of stock options and the employee stock purchase plan.
 
At September 30, 2021,March 31, 2022, the Company had $520.2 million remaining for stock repurchases under the existing authorization from the board of directors.
 
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Contractual Obligations, Commercial Commitments and Other Contingencies
 
Our contractual obligations and commercial commitments have not changed materially from those reported in our 20202021 Form 10-K. For additional information about certain obligations and contingencies, see Note 6 of the Notes to Consolidated Financial Statements in this Form 10-Q.
 
Off-Balance Sheet Arrangements
 
There have been no material changes with respect to our off-balance sheet arrangements from those presented in our 20202021 Form 10-K.
 
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Benefit Plans
 
At December 31, 2020,2021, our U.S. Retirement Income Plan met or exceeded ERISA’s minimum funding requirements. In the future, we expect to make minimum funding contributions as required and may make discretionary contributions, depending on certain circumstances, including market conditions and our liquidity needs. We believe additional funding contributions, if any, would not prevent us from continuing to meet our liquidity needs, which are primarily funded from cash flows generated by operating activities, available cash and cash equivalents, our CP program and our Revolver.
 
For our non-U.S., tax-qualified retirement plans, we fund an amount sufficient to meet minimum funding requirements but no more than allowed as a tax deduction pursuant to applicable tax regulations. For our non-qualified supplementary retirement plans, we fund the benefits as they are paid to retired participants, but accrue the associated expense and liabilities in accordance with U.S. GAAP.
 
For additional information about our benefit plans, see Note 9 of the Notes to Consolidated Financial Statements in our 20202021 Form 10-K.
Seasonality
Traditionally we experience seasonality in certain of our revenue streams. Revenue generated by the online consumer information services component of our USIS operating segment is typically the lowest during the first quarter, when consumer lending activity is at a seasonal low. Revenue generated from the Employer Services business unit within the Workforce Solutions operating segment is generally higher in the first quarter due primarily to the provision of Form W-2, 1094, and 1095 preparation services which occur in the first quarter each year. Revenue generated from our financial wealth asset products and data management services in our Financial Marketing Services business are generally higher in the fourth quarter each year. Mortgage related revenue is generally higher in the second and third quarters of the year due to the increase in consumer home purchasing during the summer in the U.S. Due to the COVID-19 pandemic, as described above within “Recent Events and Company Outlook,” we are unsure of how future results will compare to historic seasonality trends.

Foreign Currency

Argentina experienced multiple periods of increasing inflation rates, devaluation of the peso, and increasing borrowing rates. As such, Argentina was deemed a highly inflationary economy by accounting policymakers. Beginning in the third quarter of 2018, we have accounted for Argentina as a highly inflationary economy which resulted in the recognition of a $0.1 million and $0.2$1.1 million foreign currency lossgain that was recorded in other income, net in our Consolidated Statements of Income during the three and nine months ended September 30, 2021, respectively.March 31, 2021. There was minimal foreign currency impact during the three months ended March 31, 2022.

RECENT ACCOUNTING PRONOUNCEMENTS
 
For information about new accounting pronouncements and the potential impact on our Consolidated Financial Statements, see Note 1 of the Notes to Consolidated Financial Statements in this Form 10-Q and Note 1 of the Notes to Consolidated Financial Statements in our 20202021 Form 10-K.
 
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APPLICATION OF CRITICAL ACCOUNTING POLICIES
 
The Company’s Consolidated Financial Statements are prepared in conformity with U.S. GAAP. This requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures of contingent assets and liabilities in our Consolidated Financial Statements and the Notes to Consolidated Financial Statements. We believe the most complex and sensitive judgments, because of their significance to the Consolidated Financial Statements, result primarily from the need to make estimates and assumptions about the effects of matters that are inherently uncertain. The “Application of Critical Accounting Policies and Estimates” section in the MD&A, and Note 1 of the Notes to Consolidated Financial Statements, in our 20202021 Form 10-K describe the significant accounting estimates and policies used in the preparation of our Consolidated Financial Statements. Although we believe that our estimates, assumptions and judgments are reasonable, they are based upon information available at the time. Actual results may differ significantly from these estimates under different assumptions, judgments or conditions.
 
Goodwill
We review goodwill for impairment annually (as of September 30) and whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. These events or circumstances could include a significant change in the business climate, legal factors, operating performance or trends, competition, or sale or disposition of a significant portion of a reporting unit. We have seven reporting units comprised of Workforce Solutions (which includes Verification Services and Employer Services), USIS (which includes Online Information Solutions, Mortgage Solutions and Financial Marketing Services), Asia Pacific, Europe, Latin America, Canada and GCS.

The goodwill balance at September 30, 2021, for our seven reporting units was as follows:
September 30,
2021
(In millions)
Workforce Solutions$1,234.5 
U.S. Information Solutions1,774.6 
Asia Pacific1,511.7 
Europe185.5 
Latin America217.1 
Canada53.8 
Global Consumer Solutions192.0 
Total goodwill$5,169.2 
We performed a qualitative assessment to determine whether further impairment testing was necessary for our Workforce Solutions, USIS, Europe, Canada and GCS reporting units. In this qualitative assessment, we considered the following items for each of the reporting units: macroeconomic conditions, industry and market conditions, overall financial performance and other entity specific events. In addition, for each of these reporting units, the most recent fair value determination resulted in an amount that significantly exceeded the carrying amount of the reporting units. Based on these assessments, we determined the likelihood that a current fair value determination would be less than the current carrying amount of the reporting unit is not more likely than not. As a result of our conclusions, no further testing was required for these reporting units.

Valuation Techniques
We performed a quantitative assessment for our Asia Pacific and Latin America reporting units to determine whether impairment exists from the most recent valuation dates due to the size of the cushion and overall uncertainty in these reporting units due to the negative impacts of COVID-19. In determining the fair value of the reporting unit, we used a combination of the income and market approaches to estimate the reporting unit’s business enterprise value.
Under the income approach, we calculate the fair value of a reporting unit based on estimated future discounted cash flows which require assumptions about short and long-term revenue growth rates, operating margins for each reporting unit, discount rates, foreign currency exchange rates and estimates of capital expenditures. The assumptions we use are based on what we believe a hypothetical marketplace participant would use in estimating fair value. Under the market approach, we estimate the fair value based on market multiples of revenue or earnings before income taxes, depreciation and amortization, for
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benchmark companies or guideline transactions. We believe the benchmark companies used for our Asia Pacific and Latin America reporting units serve as an appropriate input for calculating a fair value for the reporting unit as those benchmark companies have similar risks, participate in similar markets, provide similar services for their customers and compete with us directly. The companies we use as benchmarks are principally outlined in our discussion of Competition in our 2020 Form 10-K and have not significantly changed since the date of our last annual impairment test. Competition for our Asia Pacific and Latin America reporting units generally includes global consumer credit reporting companies, such as Experian, which offer a product suite similar to the reporting unit's credit reporting solutions.

    The values separately derived from each of the income and market approach valuation techniques were used to develop an overall estimate of a reporting unit’s fair value. We use a consistent approach across all reporting units when considering the weight of the income and market approaches for calculating the fair value of each of our reporting units. This approach relies more heavily on the calculated fair value derived from the income approach with 70% of the value coming from the income approach. We believe this approach is consistent with that of a market participant in valuing prospective purchase business combinations. The selection and weighting of the various fair value techniques may result in a higher or lower fair value. Judgment is applied in determining the weightings that are most representative of fair value.
We have not made any material changes to the valuation methodology we use to assess goodwill impairment since the date of our last annual impairment test.

Growth Assumptions
The assumptions for our future cash flows begin with our historical operating performance, the details of which are described in our Management’s Discussion & Analysis of operating performance. Additionally, we consider the impact that known economic, industry and market trends, including the impact and anticipated recovery related to the COVID-19 global pandemic, will have on our future forecasts, as well as the impact that we expect from planned business initiatives including new product initiatives, client service and retention standards, and cost management programs. At the end of the forecast period, the long-term growth rate we used to determine the terminal value of our Asia Pacific and Latin American reporting units were between 3.0% and 4.0% based on management’s assessment of the minimum expected terminal growth rate of the reporting unit, as well as broader economic considerations such as GDP, inflation and the maturity of the markets we serve.

We projected revenue growth in 2022 for our Asia Pacific and Latin America reporting units in completing our 2021 impairment testing based on expected economic recovery from the negative impact the COVID-19 pandemic has had on these regions in 2021 and planned business initiatives and prevailing trends exhibited by these reporting units. The anticipated revenue growth in these reporting units, however, is partially offset by assumed increases in expenses and capital expenditures for the reporting unit which reflects the additional level of investment needed in order to achieve the planned revenue growth and completion of our technology transformation initiatives.
Discount Rate Assumptions
We utilize a weighted average cost of capital, or WACC, in our impairment analysis that makes assumptions about the capital structure that we believe a market participant would make and include a risk premium based on an assessment of risks related to the projected cash flows for the reporting unit. We believe this approach yields a discount rate that is consistent with an implied rate of return that a market participant would require for an investment in a company having similar risks and business characteristics to the reporting unit being assessed. To calculate the WACC, the cost of equity and cost of debt are multiplied by the assumed capital structure of the reporting unit as compared to industry trends and relevant benchmark company structures. The cost of equity was computed using the Capital Asset Pricing Model which considers the risk-free interest rate, beta, equity risk premium and specific company risk premium related to a particular reporting unit. The cost of debt was computed using a benchmark rate and the Company’s tax rate. For the 2021 annual goodwill impairment evaluation, the discount rates used to develop the estimated fair value of the Asia Pacific and Latin America reporting units were between 9.0% and 13.0%.

Estimated Fair Value and Sensitivities
The estimated fair value of the reporting units is derived from the valuation techniques described above incorporating the related projections and assumptions. Impairment occurs when the estimated fair value of the reporting unit is below the carrying value of its equity. The estimated fair value for our Asia Pacific and Latin America reporting units exceeded their related carrying values as of September 30, 2021. As a result, no goodwill impairment was recorded.

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The estimated fair value of the reporting unit is highly sensitive to changes in these projections and assumptions; therefore, in some instances changes in these assumptions could impact whether the fair value of a reporting unit is greater than its carrying value. For example, an increase in the discount rate and decline in the projected cumulative cash flow of a reporting unit could cause the fair value of certain reporting units to be below its carrying value. We perform sensitivity analyses around these assumptions in order to assess the reasonableness of the assumptions and the resulting estimated fair values. Ultimately, future potential changes in these assumptions may impact the estimated fair value of a reporting unit and cause the fair value of the reporting unit to be below its carrying value. Due to the lower cushions when compared to other reporting units, Asia Pacific and Latin America are more sensitive to changes in the assumptions noted above that could result in a fair value that is less than its carrying value. The excess of fair value over carrying value for the Asia Pacific reporting unit was greater than 10% and the excess fair value over carrying value for the Latin America reporting unit was greater than 50% as of September 30, 2021.

Given the relatively smaller excess of fair value over carrying value for the Asia Pacific reporting unit, we believe that it is at risk of a possible future goodwill impairment. Although we experienced growth in this reporting unit for the nine months ended September 30, 2021 in comparison to the estimates used in the 2020 goodwill impairment testing, the COVID-19 pandemic has had a substantial negative impact on our results. Avoidance of a future impairment will be dependent on continued economic recovery from the negative impact caused by COVID-19 and our ability to execute on initiatives to grow revenue and manage expenses prudently. We will continue to monitor the performance of this reporting unit to ensure no interim indications of possible impairment have occurred before our next annual goodwill impairment assessment in September 2022.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
For information regarding our exposure to certain market risks, see “Quantitative and Qualitative Disclosures about Market Risk,” in Part II, Item 7A of our 20202021 Form 10-K. There were no material changes to our market risk exposure during the three and nine months ended September 30, 2021.March 31, 2022.
 
ITEM 4.  CONTROLS AND PROCEDURES
 
As of the end of the period covered by this report, an evaluation was carried out by the Company’s management, with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that these disclosure controls and procedures were effective as of the end of the period covered by this report. In addition, no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) occurred during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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PART II.  OTHER INFORMATION
 
ITEM 1.  LEGAL PROCEEDINGS
 
Litigation and Investigations related to the 2017 Cybersecurity Incident

In 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of certain personally identifiable information of U.S., Canadian and U.K. consumers. Following the 2017 cybersecurity incident, hundreds of class actions and other lawsuits were filed against us typically alleging harm from the incident and seeking various remedies, including monetary and injunctive relief. We were also subject to investigations and inquiries by federal, state and foreign governmental agencies and officials regarding the 2017 cybersecurity incident and related matters. Most of these lawsuits and government investigations have concluded or been resolved, including pursuant to the settlement agreements described below, while others remain ongoing. The Company’s participation in these settlements does not constitute an admission by the Company of any fault or liability, and the Company does not admit fault or liability.

Consumer Settlement.

On July 19, 2019 and July 22, 2019, we entered into multiple agreements that resolve the U.S. consolidated consumer class action cases, captioned In re: Equifax, Inc. Customer Data Security Breach Litigation, MDL No. 2800 (the “U.S. Consumer MDL Litigation”), and the investigations of the FTC, the CFPB, the Attorneys General of 48 states, the District of Columbia and Puerto Rico and the NYDFS (collectively, the “Consumer Settlement”). Under the terms of the Consumer Settlement, the Company willagreed to contribute $380.5 million to a non-reversionary settlement fund (the “Consumer Restitution Fund”) to provide restitution for U.S. consumers identified by the Company whose personal information was compromised as a result of the 2017 cybersecurity incident as well as to pay reasonable attorneys’ fees and reasonable costs and expenses for the plaintiffs’ counsel in the U.S. Consumer MDL Litigation (not to exceed $80.5 million), settlement administration costs and notice costs. The Company has agreed to contribute up to an additional $125.0 million to the Consumer Restitution Fund to cover certain unreimbursed costs and expenditures incurred by affected U.S. consumers in the event the $380.5 million in the Consumer Restitution Fund is exhausted. The Company also agreed to various business practice commitments related to consumer assistance and its information security program, including conducting third party assessments of its information security program.

On January 13, 2020, the Northern District of Georgia, the U.S. District Court overseeing centralized pre-trial proceedings for the U.S. Consumer MDL Litigation and numerous other federal court actions relating to the 2017 cybersecurity incident (the “MDL Court”), entered an order granting final approval of the settlement in connection with the U.S. Consumer MDL Litigation. The MDL Court entered an amended order granting final approval of the settlement (the “Final Approval Order”) on March 17, 2020. Several objectors appealed the Final Approval Order to the U.S. Court of Appeals for the Eleventh Circuit (the “Eleventh Circuit”). On June 3, 2021, the Eleventh Circuit issued an order reversing the MDL Court’s grant of incentive awards to class representatives, but affirming all other aspects of the Final Approval Order. Several objectors filed petitions with the Eleventh Circuit seeking a rehearing, and on July 29, 2021, the Eleventh Circuit denied those petitions. On August 12, 2021, the MDL Court made the Eleventh Circuit’s mandate the judgment of the MDL Court. Since that time, one objector hasTwo objectors filed a petitionpetitions for a writ of certiorari with the U.S. Supreme Court. The deadline for any other objectors to file such petitions is October 27, 2021. Until all such petitions toCourt, and on January 10, 2022, the U.S. Supreme Court are finally adjudicated or dismissed, we can provide no assurance thatdenied the U.S.last remaining petition. On January 11, 2022, the Consumer MDL Litigation will be resolved as contemplated by the settlement agreement. If the Eleventh Circuit’s June 3, 2021 order affirming approval of the settlement (except with respect to incentive awards, as discussed above) is reviewed and reversed by the U.S. Supreme Court, there is a risk that we would not be able to settle the U.S. Consumer MDL Litigation on acceptable terms or at all, which could have a material adverse effect on our financial condition and results of operations.Settlement became effective.

Other Matters.

We face other lawsuits and government investigations related to the 2017 cybersecurity incident that have not yet been concluded or resolved. These ongoing matters may result in judgments, fines or penalties, settlements or other relief. We dispute the allegations in the remaining lawsuits and intend to defend against such claims. Set forth below are descriptions of the main categories of these matters.

Georgia State Court Consumer Class Actions. Four putative class actions arising from the 2017 cybersecurity incident were filed against us in Fulton County Superior Court and Fulton County State Court in Georgia based on similar allegations and theories as alleged in the U.S. Consumer MDL Litigation and seek monetary damages, injunctive relief and other related relief on behalf of Georgia citizens. These cases were transferred to a single judge in the Fulton County Business Court and
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three of the cases were consolidated into a single action. On July 27, 2018, the Fulton County Business Court granted the Company’s motion to stay the remaining single case, and on August 17, 2018, the Fulton County Business Court granted the Company’s motion to stay the consolidated case. These cases remain stayed pending final resolutionBecause the plaintiffs in the four putative class actions did not opt out of the U.S. Consumer MDL Litigation.Settlement that became effective on January 11, 2022, these cases have been dismissed and are now closed.

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Canadian Class Actions. Five putative Canadian class actions, four of which are on behalf of a national class of approximately 19,000 Canadian consumers, are pending against us in Ontario, British Columbia and Alberta. Each of the proposed Canadian class actions asserts a number of common law and statutory claims seeking monetary damages and other related relief in connection with the 2017 cybersecurity incident. In addition to seeking class certification on behalf of Canadian consumers whose personal information was allegedly impacted by the 2017 cybersecurity incident, in some cases, plaintiffs also seek class certification on behalf of a larger group of Canadian consumers who had contracts for subscription products with Equifax around the time of the incident or earlier and were not impacted by the incident.

On December 13, 2019, the court in Ontario granted certification of a nationwide class that includes all impacted Canadians as well as Canadians who had subscription products with Equifax between March 7, 2017 and July 30, 2017 who were not impacted by the incident. We appealed one of the claims on which a class was certified and on June 9, 2021, our appeal was granted by the Ontario Divisional Court. The plaintiff has since filed a notice of further appeal.appeal with the Ontario Court of Appeal, which is scheduled to be heard in June 2022. All remaining purported class actions are at preliminary stages or stayed.

Government Investigations. We have cooperated with federal, state and foreign governmental agencies and officials investigating or otherwise seeking information, testimony and/or documents, regarding the 2017 cybersecurity incident and related matters and most of these investigations have been resolved as discussed in prior filings.

The U.K.’s Financial Conduct Authority (“FCA”) opened an enforcement investigation against our U.K. subsidiary, Equifax Limited, in October 2017. The investigation by the FCA has involved a number of information requirements and interviews. We continue to respond to the information requirements and are cooperating with the investigation.

Although we continue to cooperate in the above investigationsCanadian class action proceedings and inquiries,the FCA investigation, an adverse outcome to any such investigationsproceedings and inquiriesinvestigation could subject us to fines or other obligations, which could have a material adverse effect on our financial condition and results of operations.

CFPB Matter

In December 2021, we received a Civil Investigative Demand (a “CID”) from the CFPB as part of its investigation into our consumer disputes process in order to determine whether we have followed the FCRA's requirements for the proper handling of consumer disputes. The CID requests the production of documents and answers to written questions. We are cooperating with the CFPB in its investigation and are in discussions with the CFPB regarding our response to the CID. At this time, we are unable to predict the outcome of this CFPB investigation, including whether the investigation will result in any action or proceeding against us.

Other

Equifax has been named as a defendant in various other legal actions, including administrative claims, regulatory matters, government investigations, class actions and other litigation arising in connection with our business. Some of the legal actions include claims for substantial compensatory or punitive damages or claims for indeterminate amounts of damages. We believe we have defenses to and, where appropriate, will contest many of these matters. Given the number of these matters, some are likely to result in adverse judgments, penalties, injunctions, fines or other relief. We may explore potential settlements before a case is taken through trial because of the uncertainty and risks inherent in the litigation process.

For information regarding our accounting for legal contingencies, see Note 6 of the Notes to Consolidated Financial Statements in this Form 10-Q.
 
ITEM 1A.  RISK FACTORS
 
There have been no material changes with respect to the risk factors disclosed in our 20202021 Form 10-K.

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ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 
The following table contains information with respect to purchases made by or on behalf of Equifax or any “affiliated purchaser” (as defined in Rule 10b-18(a) (3) under the Securities Exchange Act of 1934), of our common stock during our thirdfirst quarter ended September 30, 2021:March 31, 2022:  
Total
Number
of Shares
Average
Price
Paid
Total Number
of Shares Purchased
as Part of
Publicly-Announced
Maximum Number
(or Approximate
Dollar Value)
of Shares that May
Yet Be Purchased
Under the Plans or
PeriodPurchased (1)Per Share (2)Plans or ProgramsPrograms (3)
July 1 - July 31, 202120,336 $— — $520,168,924 
August 1 - August 31, 20211,358 $— — $520,168,924 
September 1 - September 30, 202130,776 $— — $520,168,924 
Total52,470 — 
Total
Number
of Shares
Average
Price
Paid
Total Number
of Shares Purchased
as Part of
Publicly-Announced
Maximum Number
(or Approximate
Dollar Value)
of Shares that May
Yet Be Purchased
Under the Plans or
PeriodPurchased (1)Per Share (2)Plans or ProgramsPrograms (3)
January 1 - January 31, 20223,229 $— — $520,168,924 
February 1 - February 28, 2022132,947 $— — $520,168,924 
March 1 - March 31, 20222,931 $— — $520,168,924 
Total139,107 $— — $520,168,924 
 
(1)The total number of shares purchased for the quarter includes shares surrendered, or deemed surrendered, in satisfaction of the exercise price and/or to satisfy tax withholding obligations in connection with the exercise of employee stock options, totaling 20,3363,229 shares for the month of July 2021, 1,358January 2022, 132,947 shares for the month of August 2021,February 2022, and 30,7762,931 shares for the month of September 2021.March 2022.

(2)Average price paid per share for shares purchased as part of our share repurchase program (includes brokerage commissions). For the quarter ended September 30, 2021March 31, 2022 we did not repurchase any shares of our common stock under our share repurchase program.

(3)At September 30, 2021,March 31, 2022, the amount authorized for future share repurchases under the share repurchase program was $520.2 million. The program does not have a stated expiration date.

Dividend and Share Repurchase Restrictions
 
Our Revolver restricts our ability to pay cash dividends on our capital stock or repurchase capital stock if a default or event of default exists or would result if these payments were to occur, according to the terms of the applicable credit agreements. 
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ITEM 6.  EXHIBITS
 
Exhibit No. Description
4.1 
10.1 *
10.2 *
31.1  
31.2  
32.1  
32.2  
101.INS XBRL Instance Document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase
101.DEF XBRL Taxonomy Extension Definition Linkbase 
101.LAB XBRL Taxonomy Extension Label Linkbase
101.PRE XBRL Taxonomy Extension Presentation Linkbase
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Filed herewith.
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SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 Equifax Inc.
 (Registrant)
  
Date:OctoberApril 21, 20212022By:/s/ Mark W. Begor
  Mark W. Begor
  Chief Executive Officer
  (Principal Executive Officer)
   
Date:OctoberApril 21, 20212022 /s/ John W. Gamble, Jr.
  John W. Gamble, Jr.
  CorporateExecutive Vice President, andChief Financial Officer
  and Chief FinancialOperations Officer
  (Principal Financial Officer)
   
Date:OctoberApril 21, 20212022 /s/ James M. Griggs
  James M. Griggs
  Chief Accounting Officer and Corporate Controller
  (Principal Accounting Officer)

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